Investment holding company H2G Green Limited (formerly known as P5 Capital Holdings) and its wholly-owned subsidiary Green Energy Investment Holding (GEIH) has entered into a share subscription agreement with RD Property Holdings.
Under the share subscription agreement, RD Property will subscribe for up to an aggregate of 998 Class A convertible preference shares in the capital of GEIH via four investment tranches of an aggregate amount of $20 million.
This represents 49.9% of the total enlarged number of issued shares in the capital of GEIH on a fully diluted and as-converted basis immediately following the completion of the proposed investment.
Upon the completion of the proposed investment and based on the enlarged share capital, GEIH will become a 50.1% owned subsidiary of H2G Green.
Pursuant to the SSA, the company, RD Property and GEIH has also entered into a shareholders’ agreement to regulate the affairs of GEIH and the respective rights of H2G Green and the investor as shareholders of GEIH on the terms of conditions of the agreement.
Separately, H2G Green has also entered into a subscription agreement with Hongkong China Treasury Limited in relation to the allotment and issue of 142 million new ordinary shares in the capital of the company to the subscriber at an issue price of 2.11 cent per placement share. This amounts to an aggregate consideration of $3 million.
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The placement shares represent approximately 12.93% of the total existing issued and paid-up share capital of the company of 1.09 million shares immediately prior to the proposed placement, or approximately 11.45% of the total enlarged issued and paid-up share capital of the company of 1.24 million shares immediately after the proposed placement.
Shares in H2G Green last traded on Dec 9 at 2.4 cents prior to a trading halt.
