EQS-Adhoc: CTF Services Limited: EARLY REDEMPTION OF HK$850,000,000 2.80 PER CENT. CONVERTIBLE BONDS DUE 2027
EQS-Ad-hoc: CTF Services Limited / Key word(s): Bond
CTF Services Limited: EARLY REDEMPTION OF HK$850,000,000 2.80 PER CENT.
CONVERTIBLE BONDS DUE 2027
27-Feb-2026 / 14:35 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the
Regulation (EU) No 596/2014, transmitted by [1]EQS News – a service of
[2]EQS Group.
The issuer is solely responsible for the content of this announcement.
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange
of Hong Kong Limited take no responsibility for the contents of this
announcement, 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 announcement.
This announcement is for information purposes only and does not constitute
an offer to sell or the solicitation of an offer to buy any
securities and neither this announcement nor anything herein forms
the basis for any contract or commitment whatsoever. Neither this
announcement nor any copy hereof may be taken into or distributed in
the United States.
The information contained in this announcement is not for
distribution, directly or indirectly, in or into the United States.
This announcement does not constitute or form a part of any offer or
solicitation to purchase or subscribe for securities in the United
States. The New Shares and the Bonds mentioned herein have not
been, and will not be, registered under the Securities Act, and may not be
offered or sold in the United States except pursuant to
registration or an exemption from the registration requirements of
the Securities Act. No public offering of the New Shares or the
Bonds will be made in the United States.
CTF Services Limited
(incorporated in Bermuda with limited liability)
(stock code: 00659)
ANNOUNCEMENT
EARLY REDEMPTION OF HK$850,000,000 2.80 PER CENT. CONVERTIBLE BONDS
DUE 2027
References are made to (i) the announcements of CTF Services Limited (the
“Company”) dated 10 July 2025 and 21 July 2025 (together, the “CB
Announcements”) in relation to the issue of the HK$850,000,000 2.80 per
cent. Convertible Bonds due 2027 (the “Bonds”); and (ii) the announcements
of the Company dated 24 November 2025, 23 December 2025 and 27 February
2026 (the “CB Adjustment Announcements”) in relation to adjustments to the
Conversion Price of the Bonds. Unless otherwise defined, capitalised terms
herein shall have the same meanings as those defined in the CB
Announcements and CB Adjustment Announcements.
The Company announces that pursuant to Condition 8(C) (Redemption,
Purchase and Cancellation – Redemption at the Option of the Issuer
) of the terms and conditions of the Bonds, the Company has given notice
(the “Notice”) to the Bondholders on 27 February 2026 that it shall redeem
all (but not some only) of the Bonds which remain outstanding on the
Option Date (being 18 April 2026) (the “Remaining CBs”) at their principal
amount, together with interest accrued but unpaid up to but excluding the
Option Date, if any.
The Company further announces that pursuant to Condition 8(H) (Redemption,
Purchase and Cancellation – Redemption Notices ) of the terms and
conditions of the Bonds, the Company had specified the following in the
Notice:
a. the Conversion Price as at the date of the Notice: HK$6.69 per Share
(which will be adjusted to HK$6.48 per Share effective from 21 March
2026). Please refer to CB Adjustment Announcement dated 27 February
2026 for more information;
b. the last day on which Conversion Rights may be exercised: by 6:00 p.m.
(Hong Kong time) on 14 April 2026;
c. the Closing Price of the Shares on the date of the Notice: HK$8.94 per
Share;
d. the date for redemption: 18 April 2026; and
e. the aggregate principal amount of the Bonds outstanding as at the date
of the Notice: HK$212,000,000.
As at the date of this announcement, HK$212,000,000 in aggregate principal
amount of the Bonds remains outstanding. If all the Bonds outstanding as
at the date of this announcement are converted at the adjusted Conversion
Price of HK$6.48 per Share (in accordance with the CB Adjustment
Announcement dated 27 February 2026), a total of 32,716,049 New Shares
will be issued, representing:
a. approximately 0.72% of the existing number of issued Shares of the
Company as at the date of this announcement; and
b. approximately 0.72% of the number of issued Shares of the Company, as
enlarged by the issue and allotment of the new Shares upon full
conversion of the Bonds (assuming that there is no other change to the
issued share capital of the Company).
The settlement of the redemption of the Remaining CBs shall take place on
20 April 2026 and the Remaining CBs will be cancelled upon settlement of
the redemption. Upon completion of the redemption, there will be no
outstanding Bonds in issue. Accordingly, the Bonds are expected to be
delisted from the Vienna Stock Exchange on or around 20 April 2026.
Bondholders should refer to the terms and conditions of the Bonds and
consult their licensed securities dealer or registered institution in
securities, bank manager, solicitor, professional accountant or other
professional adviser if they are in doubt as to any aspect of this
announcement or as to the action to be taken resulting from the exercise
of the redemption right by the Company.
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED
OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE
7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 (“MAR”).
FOR THE PURPOSES OF MAR AND ARTICLE 2 OF COMMISSION IMPLEMENTING
REGULATION (EU) 2016/1055, THIS ANNOUNCEMENT IS MADE BY DR. CHENG KAR
SHUN, HENRY, DIRECTOR OF THE COMPANY.
By order of the Board
CTF Services Limited
Dr. Cheng Kar Shun, Henry
Chairman
Hong Kong, 27 February 2026
As at the date of this announcement, (a) the executive directors of the
Company are Dr. Cheng Kar Shun, Henry, Mr. Cheng Chi Ming, Brian, Mr. Ho
Gilbert Chi Hang, Mr. Lam Jim and Mr. Cheng Chi Leong, Christopher; (b)
the non-executive directors of the Company are Mr. William Junior
Guilherme Doo (alternate director to Mr. William Junior Guilherme Doo: Mr.
Lam Wai Hon, Patrick) and Mr. Tsang On Yip, Patrick; and (c) the
independent non-executive directors of the Company are Mr. Shek Lai
Him, Abraham, Mr. Lee Yiu Kwong, Alan, Mrs. Oei Wai Chi Grace
Fung, Mr. Wong Kwai Huen, Albert, Professor Chan Ka Keung, Ceajer
and Ms. Ng Yuen Ting, Yolanda.
End of Inside Information
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27-Feb-2026 CET/CEST News transmitted by [3]EQS Group
View original content: [4]EQS News
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Language: English
Company: CTF Services Limited
Clarendon House, 2 Church Street
HM 11 Hamilton
Bermuda
Phone: (852) 3113 6028
E-mail: jimlam@ctfs.com.hk
Internet: https://www.ctfs.com.hk/
ISIN: XS3123496989
Listed: Vienna Stock Exchange (Vienna MTF)
EQS News ID: 2283104
End of Announcement EQS News Service
2283104 27-Feb-2026 CET/CEST
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