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Central Development Holdings Limited Capital/Financing Update 2016

Jan 4, 2016

49236_rns_2016-01-04_2477dffa-134e-47a3-8384-abd00533207d.pdf

Capital/Financing Update

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For Main Board and GEM listed issuers

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Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31 December 2015

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer China Resources and Transportation Group Limited Date Submitted 4 January 2016

I. Movements in Authorised Share Capital

1. Ordinary Shares

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(1) Stock code : 269 Description : Ordinary Shares
Authorised share
No. of ordinary Par value capital
shares (HK$) (HK$)
Balance at close of preceding month 15,000,000,000 0.20 3,000,000,000
Increase/(decrease)
Balance at close of the month 15,000,000,000 0.20 3,000,000,000
(2) Stock code : Description :
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
----- End of picture text -----

For Main Board and GEM listed issuers

  1. Preference Shares
2.PreferenceShares 2.PreferenceShares 2.PreferenceShares 2.PreferenceShares 2.PreferenceShares
Stock code :
Description :
No. of preference
shares
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month		 Authorised share
capital
(State currency)
Par value
(State
currency)
3. OtherClasses ofShares
Stock code :
Description :
No. of other
classes of shares
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month		 Authorised share
capital
(State currency)
Par value
(State
currency)

Total authorised share capital at the end of the month (HK$) : 3,000,000,000

For Main Board and GEM listed issuers

II. Movements in Issued Share Capital

Balance at close of
preceding month
Increase/ (decrease)
during the month
Balance at close of the
month		 No. of ordinary shares
(1)
(2)		 No. of ordinary shares
(1)
(2)		 No of preference
shares
No. of other classes of
shares
1,350,479,194
-

-

-		 -
-
-
-
-
-
5,401,916,776
6,752,395,970

III. Details of Movements in Issued Share Capital

Share Options (under Share Option Schemes of the Issuer)

Particulars of
share option
scheme
including EGM
approval date
(dd/mm/yyyy)
and class of
shares issuable		 Movement duringthe month Movement duringthe month Movement duringthe month No. of new shares
of issuer issued
during the month
pursuant thereto		 No. of new shares of
issuer which may be
issued pursuant thereto as
at close of the month
Granted Exercised Cancelled Lapsed
1. Share
Nil
Nil
Option
Scheme

adopted on
(16/7/2004)
ordinary
shares
(Note 1)
2. Share
Option
Nil
Nil
Scheme
adopted on
(28/08/2014)
ordinary
shares
(Note 1)
3.
(/ /)
shares
(Note 1)
Total funds raised during the month from
exercise of options (State currency)		 Nil
 Nil Nil






Nil













Nil

N/A

N/A
 38,499,990
(See Remarks 2)
Nil Nil Nil

For Main Board and GEM listed issuers

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants
(Date of expiry -
dd/mm/yyyy)		 Currency
of
nominal
value
Nominal value
at close of
preceding
month		 Currency
of
nominal
value
Nominal value
at close of
preceding
month		 Currency
of
nominal
value
Nominal value
at close of
preceding
month		 Currency
of
nominal
value
Nominal value
at close of
preceding
month		 Currency
of
nominal
value
Nominal value
at close of
preceding
month		 Currency
of
nominal
value
Nominal value
at close of
preceding
month		 Exercised
during the
month		 Nominal
value at close
of the month		 Nominal
value at close
of the month		 Nominal
value at close
of the month		 No. of new
shares of issuer
issued during the
month pursuant
thereto		 No. of new
shares of issuer
issued during the
month pursuant
thereto		 No. of new shares of
issuer which may be
issued pursuant
thereto as at close of
the month		 No. of new shares of
issuer which may be
issued pursuant
thereto as at close of
the month
1. 2,000 million
conditional warrants
issued to Joint Gain
Holdings Limited
exercisable subject to
certain conditions on or
before 20 December
2015
Stock code (if listed)
Class of shares
issuable_(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
2.
( / / )
Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3.
( / / )
Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4.
( / / )
Stock code (if listed)
Class of shares
issuable(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)		 HK$ 960,000,000 Nil Nil Nil Nil
N/A






Ordinary
HK$9.60
(/ /)


(/ /)






(/ /)
Nil Nil
(/ /)
N/A
N/A

For Main Board and GEM listed issuers

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description
Currency of
amount
outstanding		 Class and description
Currency of
amount
outstanding		 Class and description
Currency of
amount
outstanding		 Amount at
close of
preceding
month		 Converted
during the
month		 Amount at
close of the
month		 No. of new
shares of issuer
issued during
the month
pursuant thereto		 No. of new shares
of issuer which
may be issued
pursuant thereto as
at close of the
month
1. HKD$800 million
Convertible Bonds issued
to China Life Insurance
(Overseas)CompanyLimited
HK$ Stock code (if listed)
N/A
Class of shares
issuable_(Note 1)
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)
2. HKD$160 million
Convertible Bonds issued
to VMS Private Investment
Partners III Limited
HK$ Stock code (if listed)
N/A
Class of shares
issuable(Note 1)
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)
3. HKD$32 million
Convertible Bonds issued
to Cross-Strait Capital
Limited
HK$ Stock code (if listed)
N/A
Class of shares
issuable(Note 1)
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)
4. HKD$700 million
Convertible Bonds issued to
Strait CRTG Fund,L.P.
HK$ Stock code (if listed)
N/A
Class of shares
issuable(Note 1)
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)
5. HKD$800 million
Convertible Bonds issued to
Strait Capital Services
Limited
HK$ Stock code (if listed)
N/A
Class of shares
issuable(Note 1)_
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)		 HK$ N/A 800 million
160 million
32 million
Nil		 800 million



Nil
Nil

Nil

Nil

Nil


747,663,551

Nil
(See Remarks 3)

Nil		 Nil
Ordinary
HK$1.07
(28/01/2015)
HK$ N/A

Nil		 32 million

29,906,542
HK$ N/A
700 million
Nil		 700 million

654,205,607
Ordinary
HK$1.07
(28/01/2015)
HK$ N/A
800 million
Nil		 800 million 747,663,551
Ordinary
HK$1.07
(28/01/2015)
HK$ N/A
Ordinary
HK$1.07
(28/01/2015)

For Main Board and GEM listed issuers

6. HKD$700 million
Convertible Bonds issued
to China Life Insurance
(Overseas)CompanyLimited
HK$ Stock code (if listed)
N/A
Class of shares
issuable_(Note 1)
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)
7.
HK$ Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(dd/mm/yyyy)
8.
HK$ Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(dd/mm/yyyy)
9.
HK$ Stock code (if listed)
Class of shares
issuable(Note 1)_
Subscription price
EGM approval date
(dd/mm/yyyy)		 6. HKD$700 million
Convertible Bonds issued
to China Life Insurance
(Overseas)CompanyLimited
HK$ Stock code (if listed)
N/A
Class of shares
issuable_(Note 1)
Ordinary
Subscription price
HK$1.07
EGM approval date
(dd/mm/yyyy)
(28/01/2015)
7.
HK$ Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(dd/mm/yyyy)
8.
HK$ Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(dd/mm/yyyy)
9.
HK$ Stock code (if listed)
Class of shares
issuable(Note 1)_
Subscription price
EGM approval date
(dd/mm/yyyy)
HK$ N/A		 700 million
Nil
 700 million
Nil

654,205,607

Ordinary
HK$1.07
(28/01/2015)
HK$
HK$
HK$

For Main Board and GEM listed issuers

  1. HK$ Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (dd/mm/yyyy) 2,833,644,858 Total C. (Ordinary shares) Nil (See Remarks 2) (Preference shares) N/A (Other class) N/A

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)

Full particulars including EGM approval date (dd/mm/yyyy),
if applicable, and class of shares issuable:		 Full particulars including EGM approval date (dd/mm/yyyy),
if applicable, and class of shares issuable:		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the month		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the month
1.
2.
3.		 Nil
N/A
N/A
( / / )
shares_(Note 1)_
( / / )
shares_(Note 1)_
( / / )
shares_(Note 1)_
Total D. (Ordinary shares)
(Preference shares)
(Other class)

For Main Board and GEM listed issuers

Other Movements in Issued Share Capital
Type of Issue No. of new
shares of issuer
issued during the
month pursuant
thereto
No. of new
shares of
issuer
which may
be issued
pursuant
thereto as
at close of
the month
1. Rights issue
At price :State
currency		 HK$0.20
Class
of
shares
issuable_(Note 1)_
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
Ordinary
(9/12/2015)
(4/11/2015)
 5,401,916,776 N/A
2. Open offer
At price :State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A
3. Placing
At price :State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / /)		 N/A
4. Bonus issue Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A

For Main Board and GEM listed issuers

5. Scrip dividend
At price :State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A
6. Repurchase of
shares		 Class
of
shares
repurchased_(Note 1)
Cancellation date :
(dd/mm/yyyy)
_
( / / )
EGM approval date:
(dd/mm/yyyy)
( / / )		 N/A
7. Redemption of
shares		 Class
of
shares
redeemed_(Note 1)
Redemption date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A
8. Consideration issue At price :State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A
9. Capital
reorganisation		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A

For Main Board and GEM listed issuers

Class of shares _ issuable (Note 1)_ 10. Other (Share At price :[State ] Issue and allotment Consolidation) currency date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( / / ) N/A Total E. (Ordinary shares) 5,401,916,776 (Preference shares) N/A (Other class) N/A

Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) 5,401,916,776 (2) N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): N/A Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): N/A (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)

Remarks (if any):

1) After the completion of rights issue of four (4) rights shares (the “Rights Shares”) for every one (1) share

of the Company held on the record date as defined in the prospectus of the Company dated 17 November 2015 (the “Prospectus”), the Company allotted and issued an aggregate of 5,401,916,776 Rights Shares on 9

December 2015. Details of the rights issue are set out in the Prospectus and the announcement of the Company dated 8 December 2015.

2) Following the completion of rights issue on 9 December 2015, (i) the exercise price and the number of

subscription shares of the share options; and (ii) the conversion price and number of conversion shares of

the convertible bonds, have been adjusted in the manner set out in the announcement of the Company dated 6 November 2015.

3) VMS Private Investment Partners III Limited has unconditionally and irrevocably waived their conversion

rights attached to the convertible bonds with effect from 24 December 2015. Further details are set out in the

announcement of the Company dated 24 December 2015.

Submitted by: Tsang Kam Ching, David

Title: Director (Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. If there is insufficient space, please append the prescribed continuation sheet.

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