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Wai Yuen Tong THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your securities in Wai Yuen Tong Medicine Holdings Limited (位元堂藥業控股有限公司*), you should at once hand this circular and the accompanying form of proxy to the purchaser or the transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee. Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular. WAI YUEN TONG MEDICINE HOLDINGS LIMITED (位元堂藥業控股有限公司* ) (Incorporated in Bermuda with limited liability) (Stock Code: 897) (1) POSSIBLE MAJOR AND CONNECTED TRANSACTION IN RELATION TO THE EFFECTIVE DISPOSAL OF THE COMPANY’S ENTIRE SHAREHOLDING IN EASY ONE FINANCIAL GROUP LIMITED; AND (2) NOTICE OF SPECIAL GENERAL MEETING Independent Financial Adviser to the Independent Board Committee and Independent Shareholders A letter from the Board is set out on pages 8 to 23 of this circular. A notice convening the SGM to be held at Grand Ballroom, Lower Ground Level, Hong Kong Gold Coast Hotel, 1 Castle Peak Road, Gold Coast, Hong Kong on Wednesday, 26 August 2020 at 11:30 a.m. is set out on pages SGM-1 to SGM-2 of this circular. Whether or not you are able to attend and vote in person at the SGM, please complete the accompanying form of proxy in accordance with the instructions printed thereon and return it to the Company’s branch share registrar and transfer office in Hong Kong, Tricor Secretaries Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong as soon as practicable but in any event not later than 48 hours before the time appointed for holding the SGM or any adjournment thereof (as the case maybe). Completion and return of the form of proxy will not preclude you from attending and voting in person at the SGM or any adjournment thereof (as the case may be) should you so wish and in such event, the instrument appointing a proxy shall be deemed to be revoked. Taking into account the recent development of the epidemic caused by the coronavirus disease (COVID-19), the Company will implement the following prevention and control measures at the SGM to protect attendants from the risk of infection: (i) compulsory body temperature checks will be conducted for every attending Shareholder or proxy at the entrance of the venue. Any person with a body temperature of over 37.3 degrees Celsius will not be admitted to the venue, but will be able to vote by submitting a voting slip to the scrutineer at the entrance of the venue; (ii) every attending Shareholder or proxy is required to wear a surgical mask throughout the SGM; and (iii) no food or drink will be served at the SGM and there will be measures in place (including any necessary partitioning arrangements) for the purposes of complying with the relevant provisions under the Prevention and Control of Disease (Prohibition on Group Gathering) Regulation (Chapter 599G of the Laws of Hong Kong). Furthermore, the Company wishes to advise all of the Shareholders, particularly any Shareholders who are subject to quarantine in relation to COVID-19, that they may appoint any person or the chairman of the SGM as a proxy to attend and vote on the resolution, instead of attending the SGM in person. Physical attendance by a Shareholder is not necessary for the purpose of exercising voting rights. The Company will closely monitor and ascertain the regulations and measures introduced or to be introduced by the Hong Kong government, and if necessary, will make further announcements in case of any update regarding the precautionary measures to be carried out at the SGM. * For identification purpose only 24 July 2020 CONTENTS Page Definitions ........................................................... 1 Letter from the Board .................................................. 8 Letter from the Independent Board Committee ............................. 24 Letter from the Independent Financial Adviser ............................. 26 Appendix I — Financial information of the Group .................... I-1 Appendix II — Financial information of the WOG Group .............. II-1 Appendix III — Unaudited pro forma consolidated financial information of the Group ................... III-1 Appendix IVA — Valuation reports of the properties of the WOG Subsidiaries ........................... IVA-1 Appendix IVB — Valuation report of the properties of the WOP Group ..... IVB-1 Appendix IVC — Valuation report of the properties of the WYT Group ..... IVC-1 Appendix IVD — Valuation report of the properties of the CAP Group ..... IVD-1 Appendix V — General Information ................................ V-1 Notice of the SGM ..................................................... SGM-1 –i– DEFINITIONS In this circular, unless the context otherwise specifies, the following expressions have the following meanings: “acting in concert” has the meaning ascribed to it under the Takeovers Code “Announcement” the announcement dated 4 May 2020 issued jointly by Caister, EOG, WOG and the Company in relation to, among other things, the Proposal, the Scheme and the possible major and connected transaction for the Company in relation to the WYT Disposal “associate(s)” has the meaning ascribed to it under the Takeovers Code “Authorisations” all the necessary authorisations, registrations, filings, rulings, consents, permissions and approvals in connection with the Proposal “Bermuda Companies Act” the Companies Act 1981 of Bermuda “Bermuda Court” the Supreme Court of Bermuda “Bermuda Court Rules” the Rules of the Supreme Court 1985 of Bermuda Court “Board” the board of directors of the Company “Caister” Caister Limited, a company incorporated in the British Virgin Islands with limited liability, the entire issued share capital of which was beneficially owned by Mr. Tang as of the Latest Practicable Date “Cancellation Consideration” in respect of one Scheme Share, an amount equal to the aggregate of (i) the closing price of eight (8) Consideration Shares as at the relevant day; and (ii) the Scheme Cash Consideration “CAP” China Agri-Products Exchange Limited, an exempted company incorporated in Bermuda with limited liability, the ordinary shares of which are listed and traded on the Main Board of the Stock Exchange (stock code: 0149), a 53.37%-owned listed subsidiary of the Company “CAP Group” CAP and its subsidiaries –1– DEFINITIONS “Company” Wai Yuen Tong Medicine Holdings Limited, an exempted company incorporated in Bermuda with limited liability, the ordinary shares of which are listed and traded on the Main Board of the Stock Exchange (stock code: 897) “Condition(s)” the condition(s) to the implementation of the Proposal and the Scheme as described in the section headed “C. The Proposal and the Option Offer – Conditions to the Proposal and the Scheme” of this circular “Consideration Shares” WOG Shares held by Caister which will be transferred to the Scheme Shareholders as part of the Cancellation Consideration upon the Scheme becoming effective on the basis of eight (8) WOG Shares per Scheme Share “controlling shareholder(s)” has the meaning ascribed to it under the Listing Rules “Court Meeting” a meeting of the Scheme Shareholders to be convened at the direction of the Bermuda Court at which the Scheme (with or without modification) will be voted upon, or at any adjournment thereof “Director(s)” the director(s) of the Company “Disinterested Scheme Scheme Shareholder(s) other than Caister and the Offeror Shareholder(s)” Concert Parties “Dividend Adjustment” the amount of any dividend or other distributions (other than any dividend that EOG may declare for the financial year ended 31 March 2020) made or paid in respect of the Scheme Shares, which Caister reserves the right to deduct from the Scheme Cash Consideration after consultation with the Executive “Effective Date” the date on which the Scheme becomes effective in accordance with the Bermuda Companies Act “EOG” Easy One Financial Group Limited, an exempted company incorporated in the Cayman Islands and continued in Bermuda with limited liability, the ordinary shares of which are listed and traded on the Main Board of the Stock Exchange (stock code: 221) “EOG Board” the board of directors of EOG –2– DEFINITIONS “EOG Group” EOG and its subsidiaries “EOG Option(s)” share option(s) granted under the EOG Share Option Scheme from time to time. As at the Latest Practicable Date, there were outstanding EOG Options exercisable into 17,800,000 EOG Shares “EOG Optionholder(s)” the holder(s) of the EOG Option(s) “EOG SGM” a special general meeting of EOG Shareholders (including any adjournment thereof) to be convened for the purpose of considering, and if thought fit, approving, among other things, (i) the allotment and issue of one EOG Share to Caister or its designated wholly-owned subsidiary; (ii) the reduction of the issued share capital of EOG by cancelling and extinguishing the Scheme Shares; and (iii) the allotment and issue of an equivalent number of EOG Shares
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