JY Grandmark � “Eco-friendly and People-oriented Property Developer” Announces Proposed Listing on the Main Board of The Stock Exchange of Hong Kong

Global
Offering of 400,000,000 Offer Shares

Offer
Price Range of HK$2.91 to HK$3.63 Per Offer Share

Introducing
Centralcon’s Largest Shareholder Mr. Wong Kwong Miu�and
TCL’s Wholly-owned Subsidiary as Cornerstone Investors

  

Investment
highlights:

• Ability to acquire
  land reserves in strategic locations with abundant natural resources, rich
  culture and potential for growth; Design and develop diverse residential properties
  leveraging unique land features
• Flexible
  means to acquire desirable project sites
• Stably
  growing business and financial performance
• Quality
  control and cost efficiency by meticulous project management
• Experienced
  and dedicated management team

HONG KONG,
CHINA - Media OutReach - 25 November 2019 - JY Grandmark Holdings Limited (“JY Grandmark” or the “Company“;
together with its subsidiaries, the “Group“, stock code: 2231), a
property developer, operator and property management service provider based in
the People’s Republic of China (the “PRC“),
announces today the details of the global offering (the “Global Offering“)
of its shares (the “Shares“) and its proposed listing on the Main Board
of The Stock Exchange of Hong Kong Limited (the “Stock Exchange“).

A total of 400,000,000
Shares (subject to the Over-allotment Option) (the “Offer Shares“) are
being offered or sold under the Global Offering, comprising an international placing
(the “International Placing“) of 360,000,000 Shares (subject to
reallocation and the Over-allotment Option) and a Hong Kong public offer of
40,000,000 Shares (subject to reallocation) (the “Hong Kong Public Offer“),
representing 90.0% and 10.0%, respectively, of the total number of the Offer
Shares. The Over-allotment Option allows the issuance of up to 60,000,000
Shares, representing 15.0% of the Offer Shares.

 

The offer price (the “Offer
Price“) is expected to be not less than HK$2.91 per Offer Share and not
more than HK$3.63 per Offer Share (the “Indicative Offer Price” range).
The Shares will be traded in board lots of 1,000 Shares each. The price for one
board lot of Shares will be not more than HK$3,666.58 based on the high end of
the Indicative Offer Price range (inclusive of brokerage, Stock Exchange trading
fee and Securities and Futures Commission transaction levy).

 

The Group has introduced
(i) Centralcon Enterprises Company Limited, which is ultimately beneficially
owned by Mr. Wong Kwong Miu, the largest shareholder of a Shenzhen-listed
property developer Shenzhen Centralcon Investment Holdings Company Limited, and
(ii) Plus Incentive Investment Limited, a wholly-owned subsidiary of intelligent
technology corporation TCL Industries Holdings Co., Ltd as the cornerstone
investors (the “Cornerstone Investors“). Each of the Cornerstone Investors
has agreed to subscribe HK$200 million worth of Offer Shares and their shares
are subject to a 6-month lock-up period following the listing date.

 

DBS Asia Capital Limited
is the Sole Sponsor and Sole Global Coordinator. DBS Asia Capital Limited, ABCI
Capital Limited, China Galaxy International Securities (Hong Kong) Co., Limited
and Head & Shoulders Securities Limited are the Joint Bookrunners. DBS Asia
Capital Limited, ABCI Securities Company Limited, China Galaxy International
Securities (Hong Kong) Co., Limited and Head & Shoulders Securities Limited
are the Joint Lead Managers. CGS-CIMB Securities (Hong Kong) Limited and GLAM
Capital Limited are the Co-lead Managers.

 

The net proceeds from the Global Offering are
estimated to be approximately HK$1,220.8 million after deducting the underwriting commissions
and other estimated expenses in connection with the Global Offering, assuming
an Offer Price of HK$3.27 per Offer Share being the mid-point of the Indicative
Offer Price range, and assuming that the Over-allotment Option is not
exercised. The Group intends to use the net proceeds for the following
purposes:

• Approximately 60%, or
  HK$732.5 million, will be used as the development costs for certain projects,
  namely: JY Gaoligong Town Phases I, II and III in Tengchong of Yunnan province,
  Zhaoqing International Technology and Innovation Centre (Zone A and Zone B) in
  Zhaoqing of Guangdong province, JY Grand Garden Phases I, II and III in
  Qingyuan of Guangdong province and JY Mountain Lake Gulf Phases I and II in
  Zhuzhou of Hunan province;
• Approximately 30%, or
  HK$366.3 million, will be used for acquisition of land parcels in provinces
  which the Group are currently operating;
• The remaining amount of
  approximately HK$122.0 million, representing not more than 10.0% of the net
  proceeds, will be used for general working capital.

 

JY Grandmark is a property developer, operator
and property management service provider based in the PRC, and principally offered
residential properties in Guangdong and Hainan provinces during the track
record period. It has land resources in
Guangdong, Hainan, Yunnan and Hunan provinces for its future development. The Group
positions itself as an “Eco-friendly and People-oriented Property Developer”
and acquired land reserves in strategic locations with abundant natural
resources, rich culture and potential for growth. The Group takes into account
the natural and cultural resources of its project site in the design of
properties to develop homes and communities that the Group considers to be
truly liveable for buyers. This accurate positioning differentiates the Group
from other property developers in the PRC. As at 30 September 2019, the Group
had a property portfolio of 30 property project phases in 10 locations with an
aggregate GFA attributable to it of approximately 3.0 million square meters.

 

JY Grandmark’s business consists of four
principal segments, including property development and sales, hotel operations,
property management and commercial properties investment. The Company’s core
business is development of residential properties, offering a range of products
for purchasers looking for their first home, a home upgrade, second home and
vacation home. The Company is expanding its businesses to develop its brand as
a “360° Asset and Lifestyle Service Provider” with an aim to provide all-round
services for convenient-living to owners of properties that the Company have developed,
and plans to expand into development of specialty residential products such as
JY Well-being Valley in Lingao, Hainan province, providing leisure and
well-being services for residents.

 

To grasp the development
opportunities in the real estate market in the PRC, Mr. Chan Sze Ming Michael, the
Chairman and an Executive Director of JY Grandmark said, “the Company is
committed to becoming a high-quality and high profit “Eco-friendly and
People-oriented Property Developer” in the PRC by adopting flexible means to acquire
suitable project sites at desirable costs, and developing diverse residential
properties leveraging unique land features, and providing quality property
management services. The Company believes that the offering of high quality
properties which satisfy the demands of target customers is crucial to building
its brand image and securing customer loyalty. The Group will continue to
improve the quality of its properties and provide its customers with quality
properties that offer comfortable and convenient living environment. In
addition, The Group will adopt a balanced and systematic approach to achieve
sustainable and profitable future growth, thereby maximizing shareholder
returns.”

 

The Hong Kong Public
Offer is expected to commence at 9:00 am on 25 November 2019 (Monday) and is
expected to close at 12:00 noon on 28 November 2019 (Thursday). The Offer Price
is expected to be announced or published via various channels on 4 December
2019 (Wednesday). Dealings in Shares on the Stock Exchange are expected to
commence on 5 December 2019 (Thursday), with 2231 as the stock code.

 

WHITE Application Forms and
prospectuses of the Company can be obtained from designated offices of DBS Asia
Capital Limited, ABCI Capital Limited, ABCI Securities Company Limited, China
Galaxy International Securities (Hong Kong) Co., Limited, Head & Shoulders
Securities Limited, CGS-CIMB Securities (Hong Kong) Limited and GLAM Capital
Limited or any of the designated branches of DBS Bank (Hong Kong) Limited, Hang
Seng Bank Limited, Industrial and Commercial Bank of China (Asia) and The Bank
of East Asia, Limited. Applicants may also apply on-line via the designated
White Form eIPO service provider at http://www.eipo.com.hk. Applicants can also use the YELLOW Application
Forms or give electronic application instructions to Hong Kong Securities
Clearing Company Limited to process their applications.

 

 

JY Grandmark Holdings Limited

Financials at a glance

 

Global Offering	:	400,000,000 Shares (subject to the Over-allotment Option)
Offering Structure   – Hong Kong Public Offer – International Placing	: :	40,000,000 Shares (Subject to reallocation) 360,000,000 Shares (subject to reallocation and the Over-allotment Option)
Over-allotment Option	:	60,000,000 Shares
Suggested Price Offer	:	HK$2.91 – HK$3.63
		Based on Offer Price of HK$2.91	Based on Offer Price of HK$3.63
Market Capitalisation	:	HK$4,656 million	HK$5,808 million
Announcement of Allotment Results	:	4 December 2019 (Wednesday)
Expected Listing Date	:	5 December 2019 (Thursday)
Stock Code	:	2231
No. of Shares per Board Lot	:	1,000
The following is a track record summary of JY Grandmark Holdings Limited:
Year ended 31 December Six months ended 30 June 2016 2017 2018 2018 2019 (RMB ‘000) (RMB ‘000) (RMB ‘000) (RMB ‘000) (Unaudited) (RMB ‘000)   Revenue 640,675 838,259 1,328,887 124,953 762,404 Profit before income tax 142,503 183,408 539,270 (11,917) 344,602 Profit for the year/period 84,507 86,078 381,759 (19,128) 181,175

 

This press release is
issued by JY GRANDMARK HOLDINGS LIMITED. solely in connection with the Global
Offering and the Offer Shares for information purpose only, and does not
constitute an offer to sell or a solicitation of an offer to buy any securities
in the united states or any Other jurisdiction where such offer, solicitation
or saLe would be unlawful prior to registration or qualification under the
securities laws of such jurisdiction.. No action has been taken to permit a
public offering of the Offer Shares in any jurisdictions other than Hong Kong
and no action has been taken to permit the distribution of this press release
in any jurisdictions other than Hong Kong. The distribution of this press
release and the offering of the Offer Shares in other jurisdictions are subject
to restrictions and may not be made except as permitted under the applicable
securities laws of such jurisdictions pursuant to registration with or
authorization by the relevant securities regulatory authorities or an exemption
therefrom.

 

the shares have not
been, and will not be, registered under the United States Securities Act of
1933, as amended (the “U.S. Securities Act”) or any state securities
laws of the United States, and may not be distributed or offered, sold or
delivered, as the case may be, in the United States, except pursuant to an
effective registration statement or in accordance with an available exemption
from, or in a transaction not subject to, the registration requirements of the
U.S. Securities Act.  any public offering
of securities to be made in the united states will be made by means of a
prospectus. Such prospectus will contain detailed information about the company
and its management, as well as financial statements.

 

The company has not
and does not intend to register the shares under the U.S. Securities Act or
make any public offer of the shares in the United States. No copy of this press
release (and information contained herein) has been or should be distributed or
sent, directly or indirectly, in whole or in part, in or into the United States
or any other jurisdiction where to do so would constitute a violation of the
relevant laws of such jurisdiction.

 

You are cautioned not
to place undue reliance on any forward-looking statements contained herein. We
cannot give any assurance that these forward-looking statements will prove to
have been correct. These forward-looking statements are not a guarantee of
future performance and are subject to certain risks, uncertainties and
assumptions. We do not have any obligation to publicly update or revise any
forward-looking statements herein, whether as a result of new information,
future events or otherwise.