Shanghai-listed Shanghai Realway Capital Assets Management Co., Ltd. (abbrev. “Realway Capital”) and 3G Limited (the “Offeror”) jointly released a monthly progress report on 21 August 2026 regarding the pending unconditional mandatory cash offer for all H shares of Realway Capital not already held by the Offeror and its concert parties. Alliance Capital Partners Limited remains appointed as financial adviser to the Offeror.
The proposed H-share offer is contingent upon the completion of three inter-related transactions first disclosed on 30 June 2026: 1) Share Subscription under a Specific Mandate; 2) Share Purchase Agreements between the Offeror and existing shareholders; and 3) Placing of new H shares under a Specific Mandate.
Each transaction contains conditions precedent that must be met—or, where permitted, waived—before completion can occur and the cash offer is triggered.
Key developments as of the announcement date: • Realway Capital is still finalising information for inclusion in the shareholder Circular, seeking clearance from the Hong Kong Stock Exchange and arranging an extraordinary general meeting (EGM) for shareholder approval of the Share Subscription and Placing. • None of the conditions attached to the Share Purchase Agreements, Subscription Agreement or Placing Agreement have yet been satisfied or waived. • The Securities and Futures Commission’s Executive has approved an extension for dispatching the Composite Document to shareholders. The new deadline is the earlier of seven days after completion of the transactions or 13 October 2026 (versus the original 21 July 2026 deadline).
Both parties stated they will continue to progress towards meeting the outstanding conditions and will issue further joint announcements to update shareholders on material developments, including the final timetable for dispatching the Composite Document and launching the cash offer.