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Ruili hints at reviving Galaxy listing plan to bolster return

A listing plan for Galaxy Satellite Broadcasting may be revived following a $350 million deal by businessman Charles Chan Kwok-keung to buy a majority stake in the struggling pay-television operator.

In a filing with the stock exchange, multimedia electronics maker Ruili Holdings - 4.6 per cent owned by Mr Chan - said it expected its purchase of Galaxy would 'bring in a fast-growing return' after the pay-television firm attained 'a critical mass of viewers'.

'[Ruili] may also gain an attractive return from this investment if Galaxy obtains a listing of its shares on any stock exchange in the future,' the company said. 'The proposed acquisition ... will indirectly result in a substantial dilution in the shareholding of the existing shareholders. However, the board considers that potential benefits from the proposed acquisition outweigh this disadvantage.'

Mr Chan, known for his maverick investment style, announced last week that he and Ruili would buy a collective 51 per cent stake in Galaxy from Television Broadcasts.

After a rights and convertible bond issue by Ruili, Mr Chan's 20.5 per cent-held investment holding company Hanny Holdings will become the largest single shareholder in Ruili.

The Galaxy deal - due to be completed in August - has stirred scepticism over the real motive in buying into an operator that has been draining TVB since its inception in 2000 and has only 2 per cent of the pay-television market. Galaxy lost $340.1 million last year and had only 30,000 subscribers as of February.

Mr Chan said last week he would reassess his planned stake in Galaxy after three years and would dispose of the investment if it did not bring in satisfactory returns.

Talk of an initial public offering is not new for Galaxy. In March 2003, Conny Kullman, the former chief executive of Intelsat, also expressed hopes for a public offering after the US satellite operator announced it would buy 51 per cent of Galaxy for $413.3 million in cash and $128.7 million worth of transponder capacity.

Intelsat abandoned its stake in September last year, transferring its interest to TVB.

Ruili said in its announcement it was acquiring a stake in Galaxy as 'a financial investor'. 'The company and its subsidiaries would continue to be engaged in its existing business activities.'

Ruili, which needs to pay $336.27 million for the Galaxy stake, has proposed to raise $161.6 million from a rights issue of 1.61 billion shares at one cent each.

It will raise a further $300 million from the issuance of convertible notes, including a $170 million placement with Hanny as part of the purchase price, and $130 million with the market that will be used as 'working capital and for future investment purposes when suitable opportunities arise'.

Ruili has also proposed a capital restructuring to eliminate its entire accumulated losses of about $238.7 million as at the end of last year. The revamp will include a reduction of the nominal value of its issued shares from 40 cents to 10 cents, cancellation of about $28.7 million credited to the firm's share premium account, and cancellation of its all authorised but unissued shares.

'The reorganisation will reduce the par value of the shares and facilitate the issue of new shares,' Ruili said.

Ruili and Hanny shares will resume trading today after being suspended pending the release of details of the Galaxy acquisition.

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