|
Form Serial Number: |
DA20230919E00435 (Amendment to DA20230913E00056)
|
1.
Date of relevant event: |
20/07/2023 (dd/mm/yyyy)
|
2.
Date when director became aware of the relevant event/ interest in the shares (if later): |
19/09/2023 (dd/mm/yyyy)
|
3.
Stock code: |
01821 |
4.
Name of listed corporation: |
ESR Group Limited |
5.
Class of shares: |
Ordinary Shares |
6.
Number of issued shares in class: |
4,380,188,504 |
7.
Name of director (English) as printed on HKID Card/Passport: |
(Surname) |
Gibson |
(Other names) |
Stuart |
|
|
|
10.
Name of director (Chinese): |
|
11.
Chinese Character Code as printed on HKID Card: |
|
|
24.
Details of relevant event: |
|
Brief description of relevant event
|
Capacity in which shares were/are held
|
Number of shares bought/sold or involved
|
Currency of transaction |
On Exchange
|
Off Exchange
|
Before relevant event
|
After relevant event
|
Highest price (per share)
|
Average price (per share)
|
Average consideration (per share)
|
Consideration code
|
Long position |
11031 | The number of shares in which you are interested has increased because: you became the holder of, wrote or issued equity derivatives under which (choose one): you have a right to take the underlying shares | |
|
|
702,275 |
|
|
|
|
|
Short position |
|
|
|
|
|
|
|
|
|
|
|
25.
Total shares in listed corporation immediately before the relevant event: |
| Total number of shares | Percentage figure (%) |
Long position | 450,366,903 | 10.28 |
Short position | 149,644,368 | 3.42 |
|
|
26.
Total shares in listed corporation immediately after the relevant event: |
| Total number of shares | Percentage figure (%) |
Long position | 451,069,178 | 10.30 |
Short position | 149,644,368 | 3.42 |
|
|
27.
Capacity in which interests disclosed in Box 26 are held: |
Code describing capacity | Number of shares |
2201 | Interest of corporation controlled by you |
| Long position | 449,783,103 | Short position | 149,644,368 |
|
| |
|
|
28.
Further information in derivative interests in listed corporation : |
Derivatives code |
Exercise period (dd/mm/yyyy) |
Consideration - if derivatives granted by listed corporation |
Number of shares |
| | Begins | Ends | Currency | Price for grant | Currency | Exercise price | Currency | Price on assignment | |
Long position | 4108 | Unlisted derivatives - Other (you must describe the category of derivatives in the Supplementary Information box) |
| 08/06/2022 | 08/06/2032 | HKD | 0 | HKD | 22.780 | HKD | 0.000 | 192,000 |
Long position | 4108 | Unlisted derivatives - Other (you must describe the category of derivatives in the Supplementary Information box) |
| 01/04/2023 | 01/04/2026 | HKD | 0 | HKD | 0.000 | HKD | 0.000 | 261,200 |
Long position | 4108 | Unlisted derivatives - Other (you must describe the category of derivatives in the Supplementary Information box) |
| 20/07/2023 | 30/06/2027 | HKD | 0 | HKD | 0.000 | HKD | 0.000 | 421,365 |
Long position | 4108 | Unlisted derivatives - Other (you must describe the category of derivatives in the Supplementary Information box) |
| 20/07/2023 | 20/07/2027 | HKD | 0 | HKD | 0.000 | HKD | 0.000 | 280,910 |
Short position | 4106 | Unlisted derivatives - Cash settled |
| 12/12/2022 | 11/12/2025 | | | | | | | 149,644,368 |
|
|
29.
Further information in relation to interests of children under 18 and/or spouse: |
Child/Spouse | Name of child/spouse | Number of shares |
| | |
|
|
30.
Further information in relation to interests of corporations controlled by Director: |
Name of controlled corporation | Address and place of incorporation | Name of controlling person | % control | Direct interest (Y/N) | Number of shares |
Redwood Investor II (Cayman) Ltd. | c/o Intertrust Corporate Services (Cayman) Limited, One Nexus Way, Camana Bay, Grand Cayman KY1-9005, Cayman Islands | Stuart Gibson | 45.87 | N | Long position | 448,933,103 | Short position | 149,644,368 |
|
Redwood Investor (Cayman) Ltd. | c/o Intertrust Corporate Services (Cayman) Limited, One Nexus Way, Camana Bay, Grand Cayman KY1-9005, Cayman Islands | Redwood Investor II (Cayman) Ltd. | 100.00 | N | |
Kurmasana Holdings, LLC | c/o Cogency Global Inc., 850 New Burton Road Suite 201, Kent County, Dover, Delaware 19904, United States of America | Redwood Investor (Cayman) Ltd. | 100.00 | N | |
Redwood Investment Company, Ltd. | c/o Intertrust Corporate Services (Cayman) Limited, One Nexus Way, Camana Bay, Grand Cayman KY1-9005, Cayman Islands | Kurmasana Holdings, LLC | 42.00 | Y | |
Redwood Investment Company, Ltd. | c/o Intertrust Corporate Services (Cayman) Limited, One Nexus Way, Camana Bay, Grand Cayman KY1-9005, Cayman Islands | Redwood Investor (Cayman) Ltd. | 58.00 | Y | |
Redwood Consulting (Cayman) Ltd. | c/o Intertrust Corporate Services (Cayman) Limited, One Nexus Way, Camana Bay, Grand Cayman KY1-9005, Cayman Islands | Stuart Gibson | 50.00 | Y | |
|
|
31.
Further information in relation to interests held by Director jointly with another person: |
Name of joint shareholder | Address | Number of shares |
| | |
|
|
32.
Further information from a director who is a trustee, or beneficiary of a trust, or a person who has set up a Discretionary Trust: |
Names of Trust | Address | Status code | Number of shares |
| | | |
|
|
33.
Further information from a party to an agreement under Section 317 (Please see Notes for further information required): |
Names of other parties | Address | Number of shares |
| | |
Total number of shares in which a director is interested under sections 317 and 318 | |
|
|
34.
Supplementary information: |
Box 28: Rows 1 and 2, refer to DI form dated 8 June 2022. Row 3, 280,910 shares underlying PSUs were initially granted and will vest based on fulfillment of performance conditions; final number of shares may vary and box 28 specifies the maximum number of shares underlying the PSUs assuming 150% vesting. Row 4, 280,910 shares underlying RSUs were granted and will vest based on fulfillment of vesting conditions. Refer to the announcement of the company dated 20 July 2023 for details.
|
35.
Log/Serial Number of the previous form: |
DA20230913E00056
|
36.
Number of concert party document(s) under section 317 attached/uploaded: |
|
Date of filing this Form 3A: |
19/09/2023 (dd/mm/yyyy)
|
|