Cooks Global Foods Limited
Transaction Type: Company meeting (Allotment)
Allottee: Weihai Station Limited, Yunnan Metropolitan Construction Investment Group, Cooks Investment Holdings Limited
Independent Adviser(s): Simmons Corporate Finance (Rule 18)
Date of meeting: 29/06/2017
On 14 June 2017, Cooks Global Foods Limited (Cooks Global) gave notice of a special meeting of shareholders to consider and approve proposed allotments of:
(a) 44,873,240 voting securities to Weihai Station Limited (Weihai), a wholly-owned subsidiary of Jijiayue Holding Group Limited;
(b) 23,142,413 voting securities to Yunnan Metropolitan Construction Investment Group (Yunnan); and
(c) 61,032,258 voting securities to Cooks Investment Holdings Limited (CIHL),
(the Proposed Allotments).
Following the Proposed Allotments, Weihai would have increased its voting control in Cooks Global to 30.58%. Yunnan would have increased to 20.78% and CIHL (together with its associates) to 29.35%. As such, the Proposed Allotments would have breached rule 6 of the Code.
On 29 June 2017, a special meeting of shareholders was held by Cooks Global to seek shareholder approval of the Proposed Allotments under rule 7(d). Cooks Global shareholders voted in favour of the Proposed Allotments.