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COSCO SHIPPING Development Co., Ltd. Capital/Financing Update 2007

Dec 10, 2007

50782_rns_2007-12-10_340df02b-b2c7-4a2d-b38d-d50ff13f4dc6.pdf

Capital/Financing Update

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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

This announcement does not constitute, or form part of, an offer or invitation, or solicitation or inducement of an offer, to subscribe for or purchase any of the A Shares or other securities of the Company, nor is this announcement calculated to invite offers for any Shares or other securities of the Company.

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(A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 2866)

COMPLETION OF THE A SHARE ISSUE

This announcement is made pursuant to Rule 13.09(1) of the Listing Rules.

The Board is pleased to announce that the A Shares of the Company will be listed and will commence trading, on the Shanghai Stock Exchange on 12 December 2007.

This announcement is made pursuant to Rule 13.09(1) of the Listing Rules.

Reference is made to the Company’s announcements dated 9 August 2007, 19 November 2007, 27 November 2007, 3 December 2007, 6 December 2007 and the circular to Shareholders dated 15 August 2007 in respect of the A Share Issue. Unless otherwise indicated, capitalised terms used in this announcement shall have the same meanings as those defined in the said announcements and circular.

The Board is pleased to announce that the A Share Issue has been completed and listing approval for the A Shares from the Shanghai Stock Exchange has been obtained on 10 December 2007. The A Shares will be listed and will commence trading, on the Shanghai Stock Exchange on 12 December 2007. Some key information in respect of the A Share listing is as follows:

Place of listing: Shanghai Stock Exchange Date of listing: 12 December 2007 Stock Name: 中海集運 Stock Code: 601866 Total number of issued Shares 11,683,125,000 Shares (comprising 3,751,000,000 H Shares and after Completion of 7,932,125,000 A Shares, of which 5,595,500,000 A Shares are the A Share Issue: held by China Shipping (Group) Company)

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The gross proceeds of the A Share Issue is approximately RMB15,468,457,500 (equivalent to approximately HK$15,468,457,500) and, after deducting related expenses of approximately RMB246,594,000 (equivalent to approximately HK$246,594,000), the net proceeds of the A Share Issue is approximately RMB15,221,863,600 (equivalent to approximately HK$15,221,863,600). The intended use of net proceeds of the A Share Issue, which was previously set out in the Company’s announcement dated 19 November 2007, is again set out below for your ease of reference:

(1) Construction of container vessels

Approximately RMB8,800,000,000 (equivalent to approximately HK$8,800,000,000) will be used to construct 8 container vessels in the PRC and 8 container vessels outside the PRC.

(2) Acquisition of assets related to container shipping business

Approximately RMB2,000,000,000 (equivalent to approximately HK$2,000,000,000) will be used to acquire assets related to the Company’s core business, i.e. container shipping. Such assets mainly include shareholdings in companies which own ports or which carry on the business of the leasing or manufacture of containers or related businesses, which are owned by China Shipping (Group) Company. As at the date of this announcement, the Company has not yet determined which assets owned by China Ship (Group) Company will be acquired and there are no negotiations or agreements relating to such intended acquisitions. In the event that any of such intended acquisitions materialises, the Company will comply with the applicable disclosure, reporting and/or shareholders approval requirements under the Listing Rules accordingly.

(3) Strengthen the Company’s working capital base and repay bank loans

Approximately RMB1,200,000,000 (equivalent to approximately HK$1,200,000,000) will be used to strengthen the Company’s working capital base and repay bank loans in order to improve the Company’s financial situation and satisfy the strategic development and operation requirement of the Company.

As the net proceeds from the A Share Issue are more than the total amount required for the above projects, the surplus amount will be used to strengthen the Company’s working capital base.

Set out below is the change in the shareholding structure of the Company immediately after completion of the A Share Issue:

Name of the Shareholder
China Shipping (Group)
Company
Public Investors:
A shares
H shares
Total
Before Completion
Immediately after Completion
of the A Share Issue
of the A Share Issue
Number of
Shareholding
Number of
Shareholding
Shares
Percentage
Shares
Percentage
5,595,500,000
59.87%
5,595,500,000
47.89%


2,336,625,000
20%
3,751,000,000
40.13%
3,751,000,000
32.11%
9,346,500,000
100% 11,683,125,000
100%
Before Completion
Immediately after Completion
of the A Share Issue
of the A Share Issue
Number of
Shareholding
Number of
Shareholding
Shares
Percentage
Shares
Percentage
5,595,500,000
59.87%
5,595,500,000
47.89%


2,336,625,000
20%
3,751,000,000
40.13%
3,751,000,000
32.11%
9,346,500,000
100% 11,683,125,000
100%
100%

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China Shipping (Group) Company has undertaken that for a period of 36 months commencing from the date of listing of the A Shares on the Shanghai Stock Exchange, it will not transfer or entrust others to manage the A Shares which it already holds or allow such A Shares to be repurchased by the Company.

700,988,000 A Shares that have been placed with target placees off-line will be subject to a lock-up period of three months from the date of trading of A Shares subscribed for on-line on the Shanghai Stock Exchange. 1,635,637,000 A Shares that have been subscribed for on-line are not subject to any lock-up period, and will commence trading on the Shanghai Stock Exchange on 12 December 2007.

An announcement regarding completion of the A Share Issue will be published in three PRC newspapers, namely, the China Securities Journal, Shanghai Securities News and Securities Times on 11 December 2007. The announcement will set out the above information, details of the A Share Issue as well as some basic information about the Company. Such announcement and the Prospectus will be made available on the websites of the Hong Kong Stock Exchange, the Shanghai Stock Exchange (www.sse.com.cn) and the Company after close of trading on the Hong Kong Stock Exchange on 10 December 2007.

By order of the Board of China Shipping Container Lines Company Limited Ye Yumang Company Secretary

Shanghai, the People’s Republic of China 10 December 2007

The Board as at the date of this announcement comprises of Mr. Li Shaode, Mr. Zhang Guofa, Mr. Huang Xiaowen and Mr. Zhao Hongzhou, being executive Directors, Mr. Ma Zehua, Mr. Zhang Jianhua, Mr. Wang Daxiong, Mr. Yao Zuozhi and Mr. Xu Hui, being non-executive Directors, and Mr. Hu Hanxiang, Mr. Jim Poon (also known as Pan Zhanyuan), Mr. Wang Zongxi, Mr. Shen Kangchen and Mr. Shen Zhongying, being independent non-executive Directors.

The exchange rate between HK$ and RMB adopted in this announcement for illustration purposes only is HK$1.00 = RMB1.00.

  • The Company is registered as an oversea company under Part XI of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong) under its Chinese name and the English name “China Shipping Container Lines Company Limited”.

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