KPA-BM HLDGS (02663) changes controlling shareholder, receives a general offer at a discount of approximately 13.8%, trading resumes on November 5.

KPA-BM HLDGS (02663) and the offeror Daxiang Energy Holdings Limited jointly announce that on October 30, 2026, the offeror completed the acquisition of approximately 397 million shares of the company, representing approximately 71.32% of the total issued share capital of the company as at the date of this joint announcement, for a total cash consideration of approximately HK$214 million (equivalent to HK$0.5387 per sale share under the sale agreement); and completed the acquisition of 8.82 million BS sale shares free from any encumbrances, representing approximately 1.58% of the total issued share capital of the company as at the date of this joint announcement, for a total cash consideration of approximately HK$4.7513 million (equivalent to HK$0.5387 per BS sale share). Immediately following completion and as at the date of this joint announcement, the offeror, its ultimate beneficial owner and any of their parties acting in concert have interests in an aggregate of approximately 406 million shares, representing approximately 72.90% of the total issued share capital of the company. Pursuant to Rule 26.1 of the Takeovers Code, the offeror is accordingly required to make a mandatory unconditional cash offer for all issued shares (other than those already owned by the offeror, its ultimate beneficial owner and any of their parties acting in concert). The offer price of HK$0.5387 per offer share represents a discount of approximately 13.8% to the closing price of HK$0.625 per share on October 29, 2026. If the offer is fully accepted, the maximum consideration payable by the offeror under the offer will be approximately HK$81.3006 million. The offeror intends to maintain the listing of the shares on the Stock Exchange after the offer closes. In addition, the company has applied to the Stock Exchange for the resumption of trading in the shares on the Stock Exchange from 9:00 a.m. on November 5, 2026. As at the date of this joint announcement, the offeror is 100% beneficially owned by Mr. Hu Rong, who is also the sole director of the offeror.