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CITIC Limited — Capital/Financing Update 2015
Aug 17, 2015
49082_rns_2015-08-17_f409a5e2-7bda-43da-8825-493f1d644372.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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VOLUNTARY ANNOUNCEMENT
RELATED DOCUMENTS OF THE PROPOSED ISSUANCE OF 2015 FIRST TRANCHE MEDIUM-TERM NOTES FILED WITH THE NATIONAL ASSOCIATION OF FINANCIAL MARKET INSTITUTIONAL INVESTORS BY CITIC CORPORATION LIMITED, A WHOLLY OWNED SUBSIDIARY OF CITIC LIMITED
Reference is made to the announcement of CITIC Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) dated July 20, 2015, in relation to the application made by CITIC Corporation Limited (“ CITIC Corporation ”), a wholly-owned subsidiary of the Company, to the National Association of Financial Market Institutional Investors (“ NAFMII ”) of the People’s Republic of China (the “ PRC ”) on July 10, 2015 for the filing of issuance of the 2015 first tranche medium term notes (the “ First Tranche Medium-Term Notes ”) (the “ Medium-Term Notes Announcement ”). Reference is also made to the announcement of the Company dated April 28, 2015, in relation to the audited financial statements of CITIC Corporation for the year from January 1, 2014 to December 31, 2014 (the “ Financial Statement Announcement ”). Unless otherwise specified, capitalized terms used in this announcement shall have the same meaning as defined in the MediumTerm Notes Announcement and Financial Statement Announcement.
The initial draft of the First Tranche Medium-Term Notes has been disclosed on DCM-FANS on July 20, 2015. NAFMII issued the Letter Regarding Additional Information for Filing Documents of CITIC Corporation on July 22, 2015. According to the comments of NAFMII, CITIC Corporation revised the initial draft and disclosed the updated final draft of this First Tranche Medium-Term Notes with supplemented information included in DCM-FANS on August 17, 2015. The final draft of First Tranche Medium-Term Note contains certain information on CITIC Corporation, its subsidiaries and its investee companies which have not been previously disclosed. The Company is issuing this voluntary announcement to keep its shareholders and potential investors informed of those information.
I. Relevant Status of the First Tranche Medium-Term Notes
Basic Terms: the First Tranche Medium-Term Notes will adopt a fixed interest rate, which shall be determined upon consensus among CITIC Corporation, the lead underwriter and the joint lead underwriters pursuant to the results of book building. The proposed issue amount shall be no more
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than RMB7 billion and the term of issuance shall be no more than 10 years. The actual issue amount and term of issuance shall be determined upon the official issue.
II. Initially Disclosed Information on the First Tranche Medium-Term Notes
Analysis in relation to changes in principal accounting items
- (1) Financial assets at fair value through profit or loss
As of December 31, 2014, the financial assets at fair value through profit or loss of CITIC Corporation increased by RMB17.074 billion compared with that as of December 31, 2013, representing a year-onyear growth of 138.70%, which mainly attributes to an increase of domestic trading interbank certificates of deposit of its subsidiary China CITIC Bank Corporation Limited (“ CITIC Bank ”).
As of March 31, 2015, the financial assets at fair value through profit or loss of CITIC Corporation were RMB48.516 billion, increasing by RMB19.131 billion compared to that as of December 31, 2014 and representing a growth rate of 65.11%, which is primarily as a result of an increase in the business of domestic trading bond and interbank certificates of deposit of its subsidiary CITIC Bank.
(2) Investment properties
As of December 31, 2014, the investment properties of CITIC Corporation decreased by RMB18.039 billion compared with that as of December 31, 2013, representing a decrease of 79.21%, which is mainly due to the fact that as from the end of 2014, CITIC Pacific Limited (“ CITIC Pacific ”) was no longer included in the consolidated financial statements of CITIC Corporation.
(3) Intangible assets
As of December 31, 2014, the intangible assets of CITIC Corporation decreased by RMB19.350 billion compared with that as of December 31, 2013, representing a year-on-year decrease of 47.26%, which is mainly due to the fact that as from the end of 2014, CITIC Pacific was no longer included in the consolidated financial statements of CITIC Corporation.
(4) Goodwill
As of December 31, 2014, the goodwill of CITIC Corporation decreased by RMB8.019 billion compared with that as of December 31, 2013, representing a year-on-year decrease of 74.14%, which is mainly due to the fact that as from the end of 2014, CITIC Telecom International Holdings Limited was no longer included in the consolidated financial statements of CITIC Corporation.
(5) Other assets
As of December 31, 2014, other assets of CITIC Corporation increased by RMB15.152 billion compared with that as of December 31, 2013, representing a growth rate of 187.27%, which is mainly owing to the increase in other assets of CITIC Bank.
(6) Borrowings from the Central Bank
As of December 31, 2014, borrowings by CITIC Corporation from the Central Bank increased from zero (as of December 31, 2013) to RMB50.050 billion, which is mainly caused by the increase in Standing Lending Facility by CITIC Bank from the Central Bank (Standing Lending Facility is a monetary policy tool launched by the Central Bank in 2013).
- (7) Placements from banks and non-bank financial institutions
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As of December 31, 2014, placements from banks and non-bank financial institutions by CITIC Corporation decreased by RMB22.237 billion compared with that as of December 31, 2013, representing a year-on-year decrease of 53.75%. This is mainly caused by the decrease in intra-bank placements by CITIC Bank.
- (8) Financial liabilities at fair value through profit or loss
As of December 31, 2014, financial liabilities at fair value through profit or loss of CITIC Corporation increased from zero (as of December 31, 2013) to RMB573 million. This is primarily a result of the growth of CITIC Bank’s short positions in debt securities.
- (9) Financial assets sold under repurchase agreements
As of December 31, 2014, financial assets sold under repurchase agreements of CITIC Corporation increased by RMB33.660 billion compared with that as of December 31, 2013, representing a year-onyear growth rate of 423.44%. This is primarily owing to the growth of CITIC Bank’s domestic intrabank selling of repurchase bond.
As of March 31, 2015, financial assets sold under repurchase agreements of CITIC Corporation was RMB6.515 billion, decreasing by RMB35.094 billion compared with that of December 31, 2014 and translating into a decrease rate of 84.34%. This is primarily owing to the decrease in the repurchase bond sold by CITIC Bank in domestic market.
(10) Provisions
As of December 31, 2014, provisions decreased by RMB1.596 billion compared with that as of December 31, 2013, representing a year-on-year decrease of 77.43%, which is primarily owing to the fact that as from the end of 2014, CITIC Pacific was no longer included in the consolidated financial statements of CITIC Corporation. As of December 31, 2014, provisions of CITIC Corporation was mainly for environmental restoration costs, product quality guarantee deposit and pending litigations, etc.
(11) Deferred tax liabilities
As of December 31, 2014, deferred tax liabilities of CITIC Corporation decreased by RMB2.456 billion compared with that as of December 31, 2013, representing a year-on-year decrease of 48.54%, which is primarily owing to the fact that as from the end of 2014, CITIC Pacific was no longer included in the consolidated financial statements of CITIC Corporation. As of December 31, 2014, deferred tax liabilities of CITIC Corporation were mainly temporary differences caused by changes in the fair value of financial assets and investment real estate.
(12) Other liabilities
As of December 31, 2014, other liabilities of CITIC Corporation increased by RMB10.796 billion compared with that as of December 31, 2013, representing a year-on-year increase of 207.46%, which is primarily a result of the growth of CITIC Bank’s other liabilities. As of December 31, 2014, other liabilities of CITIC Corporation were mainly comprised of liabilities related to leasing and selling business as well as withholding expenses.
Information of CITIC Corporation’s Certain Business Segments
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(1) Financial Services
As of March 31, 2015, total assets of CITIC Corporation’s financial segment were RMB4,486.856 billion and total revenue for the three months ended March 31, 2015 was RMB42.627 billion.
(2) Resources and Energy
As of March 31, 2015, total assets of resources and energy segment were RMB44.337 billion and total revenue for the three months ended March 31, 2015 was RMB6.254 billion with a gross profit of RMB581 million.
For the three months ended March 31, 2015, the total revenue of CITIC United Asia was HKD2.393 billion with a net profit of HKD67 million.
(3) Manufacturing
As of March 31, 2015, total assets of CITIC Corporation’ s manufacturing segment were RMB37.261 billion, and total revenue for the year was RMB5.686 billion with a gross profit of RMB1.057 billion.
Potential investors and shareholders of the Company are reminded that certain financial information mentioned above has not been reviewed or audited by the Company’s independent auditors. Differences may arise between such financial information and the data disclosed in audited reports due to review and auditing adjustment. Potential investors and shareholders of the Company should exercise caution when dealing with the securities of the Company and should not rely solely on such information.
By Order of the Board CITIC Limited Ricky Choy Wing Kay Tang Zhenyi Joint Company Secretaries
Hong Kong, 17 August 2015
As at the date of this announcement, the executive directors of the Company are Mr Chang Zhenming (Chairman), Mr Wang Jiong and Mr Zhang Jijing; the non-executive directors of the Company are Mr Yu Zhensheng, Mr Yang Jinming, Ms Cao Pu, Mr Liu Zhongyuan, Mr Liu Yeqiao and Mr Yang Xiaoping; and the independent non-executive directors of the Company are Mr Francis Siu Wai Keung, Dr Xu Jinwu, Mr Anthony Francis Neoh, Ms Lee Boo Jin and Mr Noriharu Fujita.
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