DN00092-2022

NOTICE

Subject MACAY - Applicability of Substantial Acquisition Rule and Trading Suspension
Background

This is with reference to Macay Holdings, Inc. (“MACAY” or the “Company”) disclosure under Company Announcement No. C06806-2022 dated September 6, 2022, which stated that:

“The Board of Directors of MACAY approved today the acquisition by MACAY of RC Global Beverages, Inc. (‘RCGBI’).

RCGBI is a corporation organized under the laws of the British Virgin Islands. It is 100% beneficially owned by Mazy’s Capital Inc., a majority shareholder of MACAY. RCGBI holds the global licensing rights to RC Cola and associated brands in over 100 countries (excluding US, Mexico and Canada). The company develops flavors and provides concentrates for customers in the different countries and an unaudited asset value of USD 56 million.

The Board approved the acquisition of RCGBI for cash consideration in the amount USD21 million in equity value and assuming net debt of USD26 million. There will also be a purchase price adjustment depending on RCGBI’s net earnings performance for the year 2022.

The acquisition is subject to the execution of a Share Purchase Agreement (‘SPA’) and closing under the SPA.

. . . .”

After a review of the disclosure submitted by the Company, the Exchange deems that the foregoing transaction is covered by the Rule on Disclosure for Substantial Acquisitions and Reverse Takeovers under Section 5, Article VII of the Consolidated Listing and Disclosure Rules of the Exchange, as amended (the “Substantial Acquisition Rule”).

Pursuant to the Substantial Acquisition Rule, the trading of the Company’s shares will be suspended effective at 11:45 a.m. today, September 7, 2022, pending submission by the Company of the comprehensive disclosure requirement set forth in the said rule.

The Exchange will inform the Trading Participants and the investing public of further developments on the matter.

For your information and guidance.

Name of Listed Company Macay Holdings, Inc.
Stock Symbol(s) of
Affected Securities
MACAY
Trading Suspension Details
Execution Date Sep 7, 2022
Execution Time 11:45 a.m.
Lifting Date TBA
Lifting Time TBA
Other Relevant Information

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Reference(s)

Company Announcement Nos. C06806-2022and C06807-2022 both dated September 6, 2022

Filed on behalf by:
Name Alexandra Tom Wong
Designation Disclosure Department