AI assistant
Central Development Holdings Limited — Capital/Financing Update 2012
Sep 26, 2012
49236_rns_2012-09-26_27f66944-6d8d-4ae4-a1af-8925beb278ae.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
==> picture [179 x 67] intentionally omitted <==
CHINA RESOURCES AND TRANSPORTATION GROUP LIMITED 中國資源交通集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 269)
POSSIBLE DISPOSAL OF THE FORESTRy RELATED BUSINESS
This announcement is made by the Company pursuant to Rule 13.09 of the Listing Rules.
On 26 September 2012, the Company entered into the Letter of Intent with Yueshou in relation to the Possible Disposal.
No definitive agreement in relation to the Possible Disposal has been entered into as at the date of this announcement. In the event that a definitive agreement in relation to the Possible Disposal is entered into, the Possible Disposal may constitute a notifiable transaction for the Company under the Listing Rules. Further announcement in respect of the Possible Disposal will be made by the Company as and when appropriate in accordance with the Listing Rules. As the Possible Disposal may or may not proceed, investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company.
This announcement is made pursuant to Rule 13.09 of the Listing Rules.
On 26 September 2012, the Company entered into the Letter of Intent with Yueshou in relation to the Possible Disposal.
THE LETTER OF INTENT
Date
26 September 2012
— 1 —
Parties
- (1) China Resources and Transportation Group Limited
(2) Yueshou Environmental Holdings Limited
Yueshou is an investment holding company incorporated in Bermuda and its shares are listed on the Stock Exchange. Yueshou, through its subsidiaries, is principally engaged in the environmental desulphurization and denitration businesses, ecological forestry business development and the property development business.
To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, Yueshou and its ultimate beneficial owners are third parties independent of the Company and connected persons (as defined under the Listing Rules) of the Company.
Subject matter
It is proposed that subject to further negotiation between the Company and Yueshou, Yueshou may acquire the Company’s entire or controlling interests in all or some of its subsidiaries that are engaged in the forestry related business.
Exclusivity
For the period of 3 months from the date of the Letter of Intent, the Company agreed not to enter into any agreement, arrangement or negotiation with any other party in relation to any sale or disposal of the shares in or assets of this group of subsidiaries.
Consideration
The consideration will be determined after further negotiation between the Company and Yueshou.
REASON FOR THE POSSIBLE DISPOSAL
The Group has shifted its business focus to expressway operation, management and maintenance and auxiliary facility investment. The Board considers that the Possible Disposal, if completed, would enable the management of the Group to focus on the Group’s core business.
GENERAL
The Board wishes to emphasize that no definitive agreement in relation to the Possible Disposal has been entered into as at the date of this announcement. In the event that a definitive agreement in relation to the Possible Disposal is entered into, the Possible Disposal may constitute a notifiable
— 2 —
transaction for the Company under the Listing Rules. Further announcement in respect of the Possible Disposal will be made by the Company as and when appropriate in accordance with the Listing Rules. As the Possible Disposal may or may not proceed, investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company.
DEFINITIONS
In this announcement, the following expressions have the meanings set out below unless the context otherwise requires.
| “Board” | the board of the Directors |
|---|---|
| “Company” | China Resources and Transportation Group Limited, a company |
| incorporated in the Cayman Islands with limited liability, the shares of | |
| which are listed on the main board of the Stock Exchange | |
| “Director” | director of the Company |
| “Group” | the Company and its subsidiaries |
| “Hong Kong” | the Hong Kong Special Administrative Region of the People’s Republic of |
| China | |
| “Letter of Intent” | the letter of intent dated 26 September 2012 entered into between the |
| Company and Yueshou in relation to the Possible Disposal | |
| “Listing Rules” | the Rules Governing the Listing of Securities on the Stock Exchange |
| “Possible Disposal” | the possible disposal of the Company’s entire or controlling interests in |
| all or some of its subsidiaries that are engaged in the forestry related | |
| business | |
| “PRC” | the People’s Republic of China which, for the purpose of this |
| announcement, excludes Hong Kong, the Macau Special Administrative | |
| Region and Taiwan | |
| “Stock Exchange” | The Stock Exchange of Hong Kong Limited |
— 3 —
“Yueshou”
Yueshou Environmental Holdings Limited, a company incorporated in Bermuda with limited liability, the shares of which are listed on the main board of the Stock Exchange (Stock Code: 1191)
By order of the Board China Resources and Transportation Group Limited Cao Zhong Chairman
Hong Kong, 26 September 2012
As at the date of this announcement, the Board comprises four executive Directors, Messrs. Cao Zhong, Fung Tsun Pong, Duan Jingquan and Tsang Kam Ching, David; and three independent nonexecutive Directors, Messrs. Yip Tak On, Jing Baoli and Bao Liang Ming.
— 4 —