Madison Holdings Group Limited (stock code: 08057) issued an announcement outlining several key proposals and transactions:
The board proposes increasing the authorized share capital from HK$10.00 million, divided into 1.00 billion existing shares, to HK$20.00 million, divided into 2.00 billion existing shares. Following that increase, every ten issued and unissued shares of HK$0.01 each would be consolidated into one consolidated share of HK$0.10 each.
In connection with the consolidation, there is a proposed rights issue of up to 93.47 million rights shares. The basis is three rights shares for every two consolidated shares at HK$0.486 each, aiming to raise approximately HK$45.43 million before expenses. After deducting estimated expenses, the net proceeds of about HK$42.79 million are intended primarily for repaying outstanding loans and supporting general working capital. The transaction is non-underwritten, and any unsubscribed or non-qualifying portions will be handled through a placing arrangement with Advent Securities (Hong Kong) Limited.
Independent shareholders will vote on the rights issue and the associated transactions. A controlling shareholder who owns approximately 42.47% of the company’s shares is considered to have a material interest and will abstain from voting. Amendments to the existing memorandum and articles of association are also proposed, mainly to update share capital and nominal value details following the consolidation.
The announcement cautions that the rights issue is subject to the satisfaction of various conditions and reminds shareholders and investors to be mindful of the associated trading arrangements, timelines, and the possibility that the rights issue may not become unconditional if such conditions are not met.