Man Sang International (B.V.I.) Limited Completes Merger of Its Wholly-Owned Subsidiary With and Into China Metro Rural-Limited
24 3월 2010 - 8:00PM
Marketwired
Man Sang International (B.V.I.) Limited (NYSE Amex: MHJ), which has
been renamed China Metro-Rural Holdings Limited ("MSBVI"), today
announced that it completed the merger with China Metro-Rural
Limited ("China Metro") in an all stock transaction, pursuant to
which Creative Gains Limited, formerly a wholly-owned subsidiary of
MSBVI, merged with and into China Metro with China Metro continuing
as the surviving company and a wholly-owned subsidiary of MSBVI.
The name change was effected in connection with the completion of
the merger.
"We are pleased to announce the successful completion of the
merger and are prepared and excited for the future," said Cheng
Chung Hing, Ricky, President and Chairman of the Board of Directors
of MSBVI. "We look forward to combining China Metro's and MSBVI's
operations and joining China Metro in its development and
completion of the integrated, agricultural logistics and
multi-functional project, known as China Northeast Logistics City,
that will facilitate exhibition, trading, logistics, warehousing,
commercial and residential housing in Northeast China."
Under the terms of the merger agreement, the China Metro
shareholders received approximately 574,432 ordinary shares of
MSBVI for each ordinary share of China Metro they owned, with cash
being paid in lieu of fractional shares. MSBVI issued a total of
57,443,234 ordinary shares to the China Metro shareholders in order
to acquire China Metro. Upon completion of the merger, the
pre-merger ordinary shares of MSBVI remained outstanding and
represented approximately 10% of the outstanding ordinary shares of
MSBVI, whereas the ordinary shares of MSBVI issued to the China
Metro shareholders represented approximately 90% of the outstanding
ordinary shares of MSBVI.
MSBVI also announced today that Mr. Sam Sio Kam Seng, Chairman
of China Metro, has joined MSBVI's Board of Directors as Executive
Director and Deputy Chairman and was appointed Chief Executive
Officer of MSBVI. Mr. Sio will provide invaluable insight and
guidance as MSBVI continues to implement its business strategies
and best corporate governance practices.
"MSBVI is a company with creative and visionary ideas. The
strong leadership of the management of MSBVI, supported by its
excellent marketing and operation teams, has already built up a
successful business in the manufacture and wholesale of pearls and
jewelry products, as well as development and investment in trade
centers and properties. It is my great pleasure to join MSBVI as a
member of the Board. I look forward to working very closely with
all my colleagues from MSBVI," said Mr. Sam Sio. "We are fully
confident of the synergy of the merger. The combination of the
drive and the people of the two companies will accelerate our
business momentum and create a strong and prosperous future for
MSBVI. I look forward to moving ahead constructively and working
closely with the Board to enhance shareholders' value," he
continued.
Mr. Sio holds a Bachelor of Science degree in Construction
Management and a Master of Business Administration degree. He is
also a member of Chartered Institute of Buildings, a member of
Society of Environmental Engineers and an associate of Chartered
Institute of Arbitrators; a Chartered Builder of United Kingdom. He
has over 20 years of experience in insurance and senior
management.
"We are pleased to have Sam coming on board to assist us to
achieve our business strategy and vision. Sam's vast business and
management experience, coupled with a deep understanding and
professional knowledge of building and construction makes this a
winning combination that will only enhance our business and greatly
benefit MSBVI. On behalf of the Board, I express my warmest welcome
to Sam," said Mr. Cheng Chung Hing, Ricky.
MSBVI also announced today that Miss Leung Wai Yan was appointed
to the board of directors of MSBVI as a non-executive director and
that Mr. Lung Hei Man, Alex, China Metro's financial controller,
was appointed Deputy Chief Financial Officer of MSBVI.
Miss Leung Wai Yan graduated from Les Roches (Switzerland)
International School of Hotel Management in 2007 with a Bachelor of
Business Administration degree in International Hotel Management
with Finance and holds a Swiss Diploma in Hotel Management granted
by Institut Hotelier Cesar Ritz (Switzerland). She is also a
director of Tung Wah Group of Hospitals, a charity organization in
Hong Kong, and of Grand City Hotel (Shenzhen) Co., Ltd., a
subsidiary of a company listed on The Stock Exchange of Hong Kong
Limited.
Mr. Lung Hei Man, Alex, graduated from the London School of
Economics in 1999 with a Bachelor's degree in Accounting and
Finance. He has eight years of experience in auditing in Hong Kong
and China with international accounting firms. Prior to joining the
China Metro Group, he gained seven years of auditing experience
with Ernst & Young and one year with BDO.
ABOUT MAN SANG INTERNATIONAL (B.V.I.)
LIMITED
Man Sang International (B.V.I.) Limited, formerly Man Sang
Holdings, Inc, which has been renamed China Metro-Rural Holdings
Limited, is principally engaged through subsidiaries in the
purchasing, processing, assembling, merchandising and wholesale
distribution of pearls, pearl jewelry products and jewelry
products. In addition, Man Sang International (B.V.I.) Limited
also, through its subsidiaries, owns commercial real estate for
lease in Hong Kong and has developed a large scale international
pearl and jewelry trading platform comprised of a market center
with 2,380 booths and shops, manufacturing and processing blocks,
and residential and commercial buildings, in Zhuji of Zhejiang, the
People's Republic of China.
ABOUT CHINA METRO-RURAL LIMITED
China Metro-Rural Limited, formerly Mega Dragon Limited, is one
of the leading developers and operators of large scale, integrated
agricultural logistics and trade centers in Northeast China that
facilitate trade between sellers and buyers of agricultural
commodities and small appliances, provide physical platform and
timely marketing information and supply a transparent and
competitive market price discovery mechanism and infrastructure for
rural value addition and empowerment.
Forward-Looking Statements
The information above includes forward-looking statements about
Man Sang International (B.V.I.) Limited. Such forward-looking
statements are subject to certain risks and uncertainties, as
disclosed by Man Sang International (B.V.I.) Limited from time to
time in its filings with the U.S. Securities and Exchange
Commission. As a result of these factors, Man Sang International
(B.V.I.) Limited's actual results may differ materially from those
indicated or implied by such forward-looking statements. Man Sang
International (B.V.I.) Limited disclaims any intent or obligation
to update these forward-looking statements.
CONTACT: Man Sang International (B.V.I.) Limited -- Investor
Relations Department Phone: (852) 2317 9888 E-mail: Email
Contact
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