The Wharf (Holdings) Ltd. (Wharf Holdings) has announced that resolutions are expected to be presented to the Board on or around Tuesday, 14 November 2017 for the purpose of, inter alia, its approval of the Proposed Spin-off of the Wharf Real Estate Investment Company Limited (Wharf REIC Group) and declaration of a conditional special interim dividend to be satisfied by way of the distribution of Wharf REIC Group shares. Hong Kong Exchanges and Clearing Limited (HKEX) today (Tuesday) announced arrangements for adjustments to Wharf Holdings options, futures and structured products if Wharf Holdings’ board decides to spin off Wharf REIC Group and list it on the Stock Exchange’s Main Board.
Overview
|
Company (Stock Code)
|
Wharf Holdings (4)
|
|
Corporate Action
|
Spin-off and separate listing of Wharf REIC Group on the SEHK by way of the Distribution by Wharf Holdings of the Wharf REIC Shares to the Qualifying Wharf Holdings Shareholders (Entitlement)
|
|
Entitlement Ratio
|
1 (one Wharf REIC Group Share for every one Wharf Holdings Share)
|
|
Ex-date
|
16 November 2017
|
|
Listing Day of Wharf REIC Group
|
To be announced
|
Please refer to the circulars for details of the announcement made by Wharf Holdings on 4 September 2017 and 2 November 2017.
Structured products with shares of Wharf Holdings as underlying asset
The listing documents for structured products with the shares of Wharf Holdings as underlying assets contain provisions that deal with corporate actions of the company. For the spin-off of Wharf REIC Group, terms of Wharf Holdings structured products, including entitlement and exercise price will be adjusted on the day following the listing of Wharf REIC Group.
Trading of structured products with shares of Wharf Holdings as underlying assets will be suspended from 16 November 2017 to the listing date of Wharf REIC Group (both dates inclusive).
Structured product issuers are required to make announcements regarding the above adjustments and trading suspensions, and investors should read the contents of such announcements carefully.
Wharf Holdings Futures
Trading Arrangements
The trading arrangements for the existing Wharf Holdings stock futures under trading symbol WHL will be as follows:
| 1. |
Transfer of Outstanding Positions
Outstanding positions of Wharf Holdings stock futures class which exist after the market close on the business day immediately before the ex-date will be transferred on a one-to-one basis to a temporary trading symbol WHA.
|
| 2. |
Suspension of Trading
Since the value of the Entitlement is not available until the value of Wharf REIC Group is determined, trading of outstanding positions under temporary trading symbol WHA will be suspended from the ex-date (ie 16 November 2017) to the listing day of Wharf REIC Group (both dates inclusive).
|
| 3. |
Introduction of New Series for Trading
On the ex-date, new series of Wharf Holdings stock futures series based on the standard contract multiplier will be introduced for trading under the standard trading symbol WHL.
|
| 4. |
Adjustment to Outstanding Positions upon the Determination of of Wharf REIC Group’s Value
The value of Wharf REIC Group will be determined by the volume weighted average price (VWAP) of those auto-matched trades of Wharf REIC Group on its listing day on the SEHK. When the value of the Entitlement has been determined, adjustment will be made to outstanding positions under trading symbol WHA. The adjusted positions will be transferred to trading symbol WHB. Positions under trading symbol WHB will commence trading from the business day immediately after the listing day of Wharf REIC Group.
|
Details of the adjustment procedures are as follows:
|
Adjustment Term
|
Formula
|
Remarks
|
|
Adjustment Ratio (AR)
|
(Underlying stock closing price before the ex-date minus Entitlement) /
Underlying stock closing price before the ex-date |
Rounded to the nearest 4 decimal places
|
|
Adjusted Contracted Price (ACP)
|
Contracted price of outstanding stock futures series x AR
|
Rounded to the nearest 2 decimal places
|
|
Adjusted Contract Multiplier (ACM)
|
Contracted price of outstanding stock futures series x (1,000 shares / ACP)
|
Rounded to the nearest 4 decimal places
|
Remark: Entitlement is Wharf REIC Group’s value times the Entitlement Ratio for each Wharf share
Below is a summary of the trading arrangement for all Wharf Holdings stock futures contracts:
|
Contract
|
Trading Symbol
|
Underlying Stock |
Contract
Size
(Shares)
|
Introduction
Date
|
Availability
For Trading
|
Addition of
New Stock Futures
Series on and
after Ex-date
|
|
Standard
|
WHL
|
Wharf Holdings
(ex-entitlement) |
1,000
|
Ex-date
|
From the ex-date onwards
|
Yes
|
|
Adjusted
|
WHA
|
Wharf Holdings
(ex-entitlement) |
1,000
|
Ex-date
|
Nil
|
No
|
|
Adjusted
|
WHB
|
Wharf Holdings
(ex-entitlement) |
ACM
|
The 1st business day after the listing day of Wharf REIC Group |
From introduction date to 28 June 2018 |
No
|
For detailed trading and clearing arrangements, please refer to the circular.
Investors should note that the adjusted and standard stock futures series have different contract multipliers. There will not be any changes to the number of open positions and other contract terms after the transfer of positions.
Wharf Holdings Options
Trading Arrangements
The trading arrangements for the existing Wharf Holdings stock option under trading symbol WHL will be as follows:
|
1.
|
Transfer of Outstanding Positions
Outstanding positions of Wharf Holdings stock options class which exist after the market close on the business day immediately before the ex-date will be transferred on a one-to-one basis to a temporary trading symbol WHA.
|
|
2.
|
Suspension of Trading
Since the value of the Entitlement is not available until the value of Wharf REIC Group is determined, trading of outstanding positions under temporary trading symbol WHA will be suspended from the ex-date (ie 16 November 2017) to the listing day of Wharf REIC Group (both dates inclusive).
|
|
3.
|
Introduction of New Series for Trading
On the ex-date, new series of Wharf Holdings stock options based on the standard contract size will be introduced for trading under the standard trading symbol WHL.
|
|
4.
|
Adjustment to Outstanding Positions upon the Determination of Wharf REIC Group’s Value
The value of Wharf REIC Group will be determined by the volume weighted average price (VWAP) of those auto-matched trades of Wharf REIC Group on its listing day on the SEHK. When the value of the Entitlement has been determined, adjustment will be made to outstanding positions under trading symbol WHA. The adjusted positions will be transferred to trading symbol WHB. Positions under trading symbol WHB will commence trading from the business day immediately after the listing day of Wharf REIC Group.
|
Details of the adjustment procedures are as follows:
|
Adjustment Term
|
Formula
|
Remarks
|
|
Adjustment Ratio (AR)
|
(Underlying stock closing price before the ex-date minus Entitlement) /
Underlying stock closing price before the ex-date
|
Rounded to the nearest 4 decimal places
|
|
Adjusted Exercise Price (AEP)
|
Exercise price of outstanding stock option series x AR
|
Rounded to the nearest 2 decimal places
|
|
Adjusted Contract Size (ACS)
|
Exercise price of outstanding stock option series x (1,000 shares / AEP)
|
Rounded to the nearest 4 decimal places
|
Remark: Entitlement is Wharf REIC Group’s value times the Entitlement Ratio for each Wharf Holdings share
Below is a summary of the trading arrangement for all Wharf Holdings stock option contracts:
|
Contract
|
Trading Symbol
|
Underlying Stock
|
Contract Size (Shares)
|
Introduction Date
|
Availability For Trading
|
Addition of New Option Series on and after Ex-date
|
|
Standard
|
WHL
|
Wharf Holdings (Ex-entitlement)
|
1,000
|
Ex-date
|
From the ex-date onwards
|
Yes
|
|
Adjusted
|
WHA
|
Wharf Holdings & Entitlement
|
1,000
|
Ex-date
|
Nil
|
No
|
|
Adjusted
|
WHB
|
Wharf Holdings (Ex-entitlement)
|
ACS
|
The 1st business day after the listing day of Wharf REIC Group
|
From introduction date to 27 September 2018
|
No
|
For detailed trading and clearing arrangements, please refer to the circular.
Investors should note that the adjusted and standard stock options have different contract sizes. There will not be any changes to the number of open positions and other contract terms after the transfer of positions.
Ends