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CITIC Limited — Capital/Financing Update 2013
Feb 21, 2013
49082_rns_2013-02-21_a9fcd038-b2b5-4844-b714-857775a9517f.pdf
Capital/Financing Update
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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.
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CITIC Pacific Limited
中信泰富有限公司
(Incorporated in Hong Kong with limited liability)
(Stock Code: 00267)
COMPLETION OF CONNECTED TRANSACTION IN RELATION TO DISPOSAL OF INTEREST IN CITIC TELECOM INTERNATIONAL HOLDINGS LIMITED
Reference is made to the announcement dated 18 December 2012. The Board is pleased to announce that all the conditions precedent of the Sale and Purchase Agreement have been fulfilled and Completion took place on 21 February 2013. As a result of the disposal of the Sale Share on Completion, the shareholding of CITIC Pacific and its subsidiaries in CITIC Telecom has been reduced from 60.31% to 41.76% as at the date of this announcement.
Reference is made to the announcement issued by CITIC Pacific dated 18 December 2012 relating to the conditional sale and purchase of Silver Log Holdings Ltd. and all outstanding liabilities owed by Silver Log Holdings Ltd. to CITIC Pacific (the “ Announcement ”). Capitalised terms used in this announcement shall have the same meanings as defined in the Announcement unless the context otherwise requires.
COMPLETION OF THE SALE AND PURCHASE AGREEMENT
The Board is pleased to announce that all the conditions precedent of the Sale and Purchase Agreement have been fulfilled and Completion took place on 21 February 2013. As a result of the disposal of the Sale Share on Completion, the shareholding of CITIC Pacific and its subsidiaries in CITIC Telecom has been reduced from 60.31% to 41.76% as at the date of this announcement. CITIC Telecom will cease to be a subsidiary of CITIC Pacific (but will remain a subsidiary of CITIC Group Corporation). As a result, the financial results of CITIC Telecom will no longer be consolidated with that of the Group. After Completion, CITIC Pacific expects to equity account for its shareholding in CITIC Telecom.
As part of the Disposal, Silver Log and the CP Subsidiaries (who together are the beneficial owners of approximately 60.31% of the issued share capital of CITIC Telecom as at the date of this announcement) have on 21 February 2013 entered into the
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Management Rights Agreement to regulate their relationship with each other in respect of their shareholdings in CITIC Telecom.
SHAREHOLDING STRUCTURE OF CITIC TELECOM
The shareholding interests of CITIC Group Corporation and CITIC Pacific in CITIC Telecom immediately after Completion and as at the date of this announcement is set out below:
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----- Start of picture text ----- CITIC Group Corporation100% 100%Non Listed Wholly-owned Subsidiaries Purchaserof CITIC Group Corporation20.48%37.03% 100%CITIC Pacific100%CP Subsidiaries Silver Log41.76% 18.54%CITIC Telecom----- End of picture text -----
By Order of the Board CITIC Pacific Limited Ricky Choy Wing Kay Company Secretary
Hong Kong, 21 February 2013
As at the date hereof, the executive directors of CITIC Pacific are Messrs Chang Zhenming (Chairman), Zhang Jijing, Vernon Francis Moore and Liu Jifu,; the non-executive directors of CITIC Pacific are Messrs André Desmarais, Ju Weimin, Yin Ke, Carl Yung Ming Jie and Peter Kruyt (alternate director to Mr André Desmarais); and the independent non-executive directors of CITIC Pacific are Messrs Alexander Reid Hamilton, Gregory Lynn Curl, Francis Siu Wai Keung and Dr. Xu Jinwu.
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