Unless the context otherwise requires:—
(1) "transaction" refers to the acquisition or disposal of assets, or the provision of financial assistance, by an issuer or a subsidiary that is not listed on the Exchange or an approved exchange, including an option to acquire or dispose of assets. It excludes a transaction which is in, or in connection with, the ordinary course of its business or of a revenue nature. It also excludes the provision of financial assistance to the issuer, or its subsidiary or associated company.
(2)"assets" includes securities and business undertaking(s).
(3)
(a) "net assets" means total assets less total liabilities.
(b) "net profits" means profit or loss including discontinued operations that have not been disposed and before income tax and non-controlling interests.
(c) the net asset and net profit figures used for comparison with the transaction(s) under consideration will be taken from the latest announced consolidated accounts (as set out in Appendix 7.2). The Exchange may allow the issuer's net asset value or net profit to be adjusted to take into account any transaction(s) completed subsequent to the latest announced consolidated accounts provided that adequate information about such transaction(s) has already been announced to shareholders.
(4) "market value" means the weighted average price of the issuer's shares transacted on the market day preceding the date of the sale and purchase agreement.
(5) "market capitalisation" of the issuer is determined by multiplying the number of shares in issue by the weighted average price of such shares transacted on the market day preceding the date of the sale and purchase agreement.
(7) "value of the financial assistance" means the monetary value of the relevant loan, guarantee, debt, indemnity, security provided or obligation.
Amended on 7 February 20207 February 2020 and 7 February 20207 February 2020.