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Fosun International Limited

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Fosun International Limited IMPORTANT If you are in any doubt about any of the contents in this prospectus, you should obtain independent professional advice. Fosun International Limited (incorporated in Hong Kong with limited liability under the Companies Ordinance) GLOBAL OFFERING Number of Offer Shares under the Global Offering : 1,250,000,000 (subject to adjustment and the Over- allotment Option) Number of Hong Kong Offer Shares : 125,000,000 (subject to adjustment) Number of International Offer Shares : 1,125,000,000 Shares (subject to adjustment and the Over-allotment Option) Maximum offer price : HK$9.23 per Share payable in full on application in Hong Kong dollars, subject to refund on final pricing, plus brokerage of 1%, SFC transaction levy of 0.004% and Stock Exchange trading fee of 0.005% Nominal value : HK$0.10 each Stock code : 656 Joint Global Coordinators and Joint Bookrunners Joint Sponsors and Joint Lead Managers The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this prospectus, 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 prospectus. A copy of this prospectus, having attached thereto the documents specified in the paragraph headed “Documents Delivered to the Registrar of Companies and Available for Inspection” in Appendix VII to this prospectus, has been registered by the Registrar of Companies in Hong Kong as required by section 38D of the Companies Ordinance. The SFC and the Registrar of Companies in Hong Kong take no responsibility for the contents of this prospectus or any other document referred to above. The Offer Price is expected to be fixed by agreement by the Joint Global Coordinators, on behalf of the Underwriters and the Company on the Price Determination Date. The Price Determination Date is expected to be on or around Friday, 6 July 2007 and, in any event, not later than Friday, 13 July 2007. The Offer Price will not be more than HK$9.23 and is currently expected to be not less than HK$6.98. Investors applying for Hong Kong Offer Shares must pay, on application, the maximum offer price of HK$9.23 for each Hong Kong Offer Share together with a brokerage of 1%, SFC transaction levy of 0.004% and Stock Exchange trading fee of 0.005% of the Offer Price. The Joint Global Coordinators, on behalf of the Underwriters, may, with the consent of the Company, reduce the number of Offer Shares being offered under the Global Offering and/or the indicative offer price range below that stated in this prospectus (which is HK$6.98 to HK$9.23 per Share) at any time on or prior to the morning of the last day for lodging applications under the Hong Kong Public Offering. In such a case, a notice of the reduction of the number of Offer Shares and/or in the indicative offer price range will be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) not later than the morning of the day which is the last day for lodging applications under the Hong Kong Public Offering. If applications for Hong Kong Offer Shares have been submitted prior to the day which is the last day for lodging applications under the Hong Kong Public Offering, then even if the number of Offer Shares and/or the indicative offer price range is so reduced, such applications cannot be subsequently withdrawn. If, for any reason, the Offer Price is not agreed between the Joint Global Coordinators, on behalf of the Underwriters, and the Company, the Hong Kong Public Offering and the International Offering will not proceed. Further details are set out in the sections headed “Structure of the Global Offering” and “How to Apply for Hong Kong Offer Shares”. The obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement to subscribe for, and to procure applicants for the subscription for, the Hong Kong Offer Shares, are subject to termination by the Joint Global Coordinators (on behalf of the Hong Kong Underwriters) if certain grounds arise prior to 8:00 a.m. on the day that trading in the Offer Shares commences on the Stock Exchange. Such grounds are set out in “Underwriting — Hong Kong Public Offering — Grounds for termination of the Hong Kong Underwriting Agreement”. It is important that you refer to that section for further details. The Offer Shares have not been and will not be registered under the U.S. Securities Act and may not be offered, sold, pledged or transferred within the United States or to, or for the account or benefit of U.S. persons, except that Offer Shares may be offered, sold, delivered to QIBs in reliance on an exemption from registration under the U.S. Securities Act provided by, and in accordance with the restrictions of, Rule 144A or to non-U.S. persons outside the United States in accordance with Rule 903 or Rule 904 of Regulation S. 29 June 2007 EXPECTED TIMETABLE(1) Application lists open(2) ...................................... Thursday, 11:45 a.m. on 5 July 2007 Latest time to lodge WHITE and YELLOW Application Forms ..... Thursday, 12:00 noon on 5 July 2007 Latest time to give electronic application instructions to HKSCC(3) ............................................... Thursday, 12:00 noon on 5 July 2007 Latest time to complete electronic applications under the White Form eIPO service through the designated website at www.eipo.com.hk(4) ...................................... Thursday, 12:00 noon on 5 July 2007 Latest time to complete payment of White Form eIPO applications by Thursday, 12:00 noon on effecting internet banking transfers) or PPS payment transfer(s) .... 5 July, 2007 Application lists close ....................................... Thursday, 12:00 noon on 5 July 2007 Expected Price Determination Date(5) ........................... Friday, 6 July 2007 Announcement of Š the level of applications in the Hong Kong Public Offering; Š the level of indications of interest in the International Offering; and Š the basis of allotment of the Hong Kong Offer Shares to be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) .................. Friday, 13 July 2007 Results of allocations in the Hong Kong Public Offering (including the Offer Price, the level of applications in the Hong Kong Public Offering, the level of indications of interest in the International Offering, the basis of allotment of the Hong Kong Offer Shares and the successful applicants’ identification document numbers, where appropriate) to be available through a variety of channels (see “How To Apply For Hong Kong Offer Shares—X. Results of Allocations”) from ........................................ Friday, 13 July 2007 Share certificates and refund cheques in respect of wholly or partially successful applications to be despatched on or before(6)(7) .......... Friday, 13 July 2007 Dealings in Shares on Stock Exchange expected to commence on .... Monday, 16 July 2007 Notes: (1) All references to times and dates refer to Hong Kong local times and dates, except as otherwise stated. Details of the structure of the Global Offering, including its conditions, are set out in “Structure of the Global Offering”. (2) If there is a “black” rainstorm warning or a tropical cyclone warning signal number 8 or above in force in Hong Kong at any time between 9:00 a.m. and 12 noon on Thursday, 5 July 2007, the application lists will not open on that day. Further information is set out in “How to Apply for Hong Kong Offer Shares — Effect of Bad Weather on the Opening of the Application Lists”. (3) Applicants who apply for Hong Kong Offer Shares by giving electronic application instructions to HKSCC should refer to “How to Apply for Hong Kong Offer Shares — Applying by Giving Electronic Application Instructions to HKSCC”. (4) You will not be permitted to submit your application through the designated website at www.eipo.com.hk after 11:30 a.m. on the last day for submitting applications. If you have already submitted your application and obtained an application reference number from the designated website prior to 11:30 a.m., you will be permitted to continue the application process (by completing payment of application monies) until 12:00 noon on the last day for submitting applications, when the application lists close. (5) The Price Determination Date is expected to be on Friday, 6 July 2007, and in any event, not later than Friday, 13 July 2007. If, for any reason, the Offer Price is not agreed between the Joint Global Coordinators (on behalf of the Underwriters) and the Company by Friday, 13 July 2007, the Hong Kong Public Offering and the International Offering will not proceed. (6) Applicants who apply for 1,000,000 or more Hong Kong Offer Shares and who have indicated in their Application Forms that they wish to collect refund cheques (where relevant) and Share certificates (as relevant) personally from the Hong Kong share registrar may do so from Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre 183 Queen’s Road East, Wanchai, Hong Kong from 9:00 a.m. to 1:00 p.m. on Friday, 13 July 2007 or any other date notified by the Company in the newspaper as the date of despatch of Share certificates/refund cheques. Individual applicants who opt for personal collection must not authorize any other person to make their collection on their behalf. Corporate applicants who opt for personal collection must attend by their authorized representatives, each bearing a letter of authorization from such corporation stamped with the corporation’s chop.
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