The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission take no responsibility for the contents of this Application Proof, 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 Application Proof.
Application Proof of Royal Catering Group Holdings Company Limited 皇 璽 餐 飲 集 團 控 股 有 限 公 司 (Incorporated in the Cayman Islands with limited liability)
WARNING
The publication of this Application Proof is required by The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’) and the Securities and Futures Commission solely for the purpose of providing information to the public in Hong Kong.
This Application Proof is in draft form. The information contained in it is incomplete and is subject to change which can be material. By viewing this document, you acknowledge, accept and agree with Royal Catering Group Holdings Company Limited (the ‘‘Company’’), its sponsor, advisers and members of the underwriting syndicate that:
(a) this document is only for the purpose of providing information about the Company to the public in Hong Kong and not for any other purposes. No investment decision should be based on the information contained in this document;
(b) the publication of this document or any supplemental, revised or replacement pages on the Stock Exchange’s website does not give rise to any obligation of the Company, its sponsor, advisers or members of the underwriting syndicate to proceed with an offering in Hong Kong or any other jurisdiction. There is no assurance that the Company will proceed with any offering;
(c) the contents of this document or supplemental, revised or replacement pages may or may not be replicated in full or in part in the actual final listing document;
(d) this document is not the final listing document and may be updated or revised by the Company from time to time in accordance with the Rules Governing the Listing of Securities on the Growth Enterprise Market of the Stock Exchange;
(e) this document does not constitute a prospectus, offering circular, notice, circular, brochure or advertisement offering to sell any securities to the public in any jurisdiction, nor is it an invitation to the public to make offers to subscribe for or purchase any securities, nor is it calculated to invite offers by the public to subscribe for or purchase any securities;
(f) this document must not be regarded as an inducement to subscribe for or purchase any securities, and no such inducement is intended;
(g) neither the Company nor any of its affiliates, sponsor, advisers or members of its underwriting syndicate is offering, or is soliciting offers to buy, any securities in any jurisdiction through the publication of this document;
(h) no application for the securities mentioned in this document should be made by any person nor would such application be accepted;
(i) the Company has not and will not register the securities referred to in this document under the United States Securities Act of 1933, as amended, or any state securities laws of the United States;
(j) as there may be legal restrictions on the distribution of this document or dissemination of any information contained in this document, you agree to inform yourself about and observe any such restrictions applicable to you; and
(k) the application to which this document relates has not been approved for listing and the Stock Exchange and the Securities and Futures Commission may accept, return or reject the application for the subject public offering and/or listing.
If an offer or an invitation is made to the public in Hong Kong in due course, prospective investors are reminded to make their investment decisions solely based on the Company’s prospectus registered with the Registrar of Companies in Hong Kong, copies of which will be distributed to the public during the offer period. THISDOCUMENTISINDRAFTFORM,INCOMPLETEANDSUBJECTTOCHANGEANDTHATTHEINFORMATIONMUSTBEREAD INCONJUNCTIONWITHTHESECTIONHEADED ‘‘WARNING’’ ONTHECOVEROFTHISDOCUMENT. IMPORTANT
If you are in any doubt about any of the contents of this document, you should obtain independent professional advice.
Royal Catering Group Holdings Company Limited 皇 璽 餐 飲 集 團 控 股 有 限 公 司 (Incorporated in the Cayman Islands with limited liability)
[REDACTED]
Number of [REDACTED] : [REDACTED] Shares (subject to the [REDACTED]) [REDACTED]:[REDACTED] Nominal Value : HK$0.01 per Share [REDACTED]:[.]
Sole Sponsor
[REDACTED]
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document. A copy of this document with the documents specified in the section headed ‘‘Documents Delivered to the Registrar of Companies in Hong Kong and Available for Inspection’’ in Appendix V to this document, has been registered with the Registrar of Companies in Hong Kong as required by section 342C of the Companies (WUMP) Ordinance (Chapter 32 of the Laws of Hong Kong). The Securities and Futures Commission and the Registrar of Companies in Hong Kong take no responsibility as to the contents of this document or any other document referred to above. Prior to making an investment decision, prospective [REDACTED] should consider carefully all of the information set out in this document, including but not limited to the risk factors set out in the section headed ‘‘Risk Factors’’ of this document. The [REDACTED] is expected to be determined by agreement between our Company and the [REDACTED] (for itself and on behalf of the [REDACTED]) on the [REDACTED]. The [REDACTED] is expected to be on or about [REDACTED] 2016 (Hong Kong time) or such later date as may be agreed between the parties. The [REDACTED] will not be more than HK$[REDACTED] and is currently expected to be not less than HK$[REDACTED] per Share, unless otherwise announced. If, for any reason, the [REDACTED] (for itself and on behalf of the [REDACTED]) and our Company are unable to reach an agreement on the [REDACTED] by the [REDACTED] or such later date as may be agreed between our Company and the [REDACTED] (for itself and on behalf of the [REDACTED]), the [REDACTED] will not proceed and will lapse. In such case, an announcement will be published on the Stock Exchange’s website at www.hkexnews.hk and our Company’s website at www.hkrcg.com. The [REDACTED] (for itself and on behalf of the [REDACTED]) may, with our consent, reduce the indicative [REDACTED] range stated in this document at any time on or prior to the [REDACTED]. In such case, a notice of such reduction will be published on the Stock Exchange’s website at www.hkexnews.hk and our Company’s website at www.hkrcg.com. Further details are set out in the section headed ‘‘Structure and Conditions of the [REDACTED]’’ of this document. Prospective [REDACTED] should take note that the obligations of the [REDACTED] under the [REDACTED] are subject to termination by the Sole Sponsor and/or the [REDACTED] (for itself and on behalf of the [REDACTED]) upon the occurrence of any of the events set forth in the paragraph headed ‘‘[REDACTED] — [REDACTED] and expenses — Grounds for termination’’ in this document at any time prior to 8:00 a.m. (Hong Kong time) on the [REDACTED]. It is important that you refer to that section for further details.
[REDACTED] THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED ‘‘WARNING’’ ON THE COVER OF THIS DOCUMENT.