Hong Kong Exchanges and Clearing Limited and The Stock Exchange... no responsibility for the contents of this announcement, make no...

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take
no responsibility for the contents of this announcement, make no representation as to its accuracy or
completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or
in reliance upon the whole or any part of the contents of this announcement.
PAK TAK INTERNATIONAL LIMITED
( 百 德 國 際 有 限 公 司 )*
(incorporated in Bermuda with limited liability)
(Stock Code: 2668)
ANNOUNCEMENT PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE
This announcement is made pursuant to Rule 3.7 of The Hong Kong Code on Takeovers and Mergers
(the “Takeovers Code”).
Reference is made to the announcement of Pak Tak International Limited (the “Company”) dated 28
October 2013 in respect of the suspension of trading in the shares of the Company (the “Shares”)
on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) with effect from 9:00 a.m.
on 28 October 2013 pending the release of an announcement in relation to inside information of
the Company and pursuant to the Takeovers Code and the announcements of the Company dated
12 November 2013, 12 December 2013 and 10 January 2014 (the “Announcements”). Unless
otherwise stated, capitalised terms used herein shall have the same meanings as those defined in the
announcement of the Company dated 12 November 2013.
As disclosed in the Announcements, on 25 October 2013, the Vendors entered into the S&P
Agreement with the Purchaser pursuant to which the Vendors agreed to sell to the Purchaser the Sale
Shares, representing approximately 37.53% of the issued share capital of the Company. Furthermore,
on the same day, the Company as vendor and Mr. Cheng as purchaser entered into the Disposal
Agreement in relation to, among other things, the disposal of the Disposed Group to Mr. Cheng,
constituting a very substantial disposal, connected transaction and special deal for the Company.
Upon completion of the S&P Agreement and the Disposal Agreement, the Purchaser would be
required to make the Offer under Rule 26.1 of the Takeovers Code.
* for identification purpose only
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In accordance with Rule 3.7 of the Takeovers Code, monthly announcements will be made until
announcement of a firm intention to make an offer under Rule 3.5 of the Takeovers Code or of a
decision not to proceed with an offer is made. The Company wishes to update the shareholders and
investors of the Company that the Company has received the Stock Exchange’s comments on the
joint announcement in relation to, among other things, the aforesaid transactions on the implications
under Rules 13.24 and 14.82 of the Listing Rules and will convene a board meeting to consider the
Stock Exchange’s comments and the next step to be taken by the Company. Further announcement
will be made by the Company to provide further update to the shareholders and investors of the
Company in due course.
Shareholders and investors of the Company should note that the S&P Agreement and the
Disposal Agreement are conditional upon the fulfilment of certain conditions, and the Offer
will only be made if the S&P Agreement becomes unconditional and the Offeror’s acquisition
of the Sale Shares is completed in accordance with the S&P Agreement. As such, the Offer is a
possibility only and may or may not proceed. Shareholders and investors of the Company are
therefore advised to exercise caution when dealing in the securities of the Company.
Trading in the Shares on the Stock Exchange will remain suspended pending the publication of the
Joint Announcement.
By order of the Board
Pak Tak International Limited
Law Fei Shing
Executive Director
Hong Kong, 11 February 2014
As at the date of this announcement, the Board comprises Mr. Cheng Kwai Chun, John, Mr. Lin
Chick Kwan, Mr. Lin Wing Chau and Mr. Law Fei Shing who are executive Directors, Mr. Victor
Robert Lew who is the non-executive Director and the Chairman and Ms. Ko Hay Yin, Karen, Mr.
Chow Chan Lum, Ms. Ho Man Yee, Esther and Mr. Yuen Chi King, Wyman who are independent
non-executive Directors.
The Directors jointly and severally accept full responsibility for the accuracy of the information
contained in this announcement and confirm, having made all reasonable inquiries, that to the best of
their knowledge, opinions expressed in this announcement have been arrived at after due and careful
consideration and there are no other facts not contained in this announcement, the omission of which
would make any statement in this announcement misleading.
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