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COSCO SHIPPING Development Co., Ltd. — Capital/Financing Update 2017
Jan 13, 2017
50782_rns_2017-01-13_333dbed6-b6dc-4362-b5c3-bca8ef52e934.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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中遠海運發展股份有限公司 COSCO SHIPPING Development Co., Ltd.*
(Formerly known as 中海集裝箱運輸股份有限公司 China Shipping Container Lines Company Limited) (A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 02866)
TRANSACTION UPDATE
TERMINATION OF THE CAPITAL INCREASE BY THE COMPANY IN COSCO FINANCE
We refer to the circular of COSCO SHIPPING Development Co., Ltd. (the “ Company ”) dated 31 December 2015 (the “ Circular ”) and the poll results announcement of the extraordinary general meeting of the Company dated 1 February 2016 in relation to, among other things, (i) the acquisition of the equity interests in certain companies operating container leasing business, shipping-related financial service business and other financial business from China Shipping (Group) Company (“ CS Company ”), China Ocean Shipping (Group) Company (“ COSCO Company ”) or COSCO SHIPPING Ports Limited or their relevant subsidiaries pursuant to the Equity Acquisition Agreements (the “ Proposed Acquisitions ”) and (ii) the sale of the equity interests in certain subsidiaries and associate companies of the Company operating ports business, offshore container shipping agency business and onshore container shipping agency business, to COSCO SHIPPING Holdings Co., Ltd., COSCO SHIPPING Ports Limited, COSCO Company or CS Company or their relevant subsidiaries pursuant to the Equity Sales Agreements (the “ Proposed Disposals ”).
Unless otherwise defined, terms used in this announcement shall have the same meanings as those defined in the Circular.
As part of the Proposed Acquisitions, the Company and the COSCO Finance Shareholders entered into the COSCO Finance Capital Increase Agreement on 11 December 2015 in relation to the proposed Capital Increase by the Company for approximately 17.53% equity interest in COSCO Finance.
Considering that the entire equity interests in CS Company and COSCO Company have been gratuitously transferred to China COSCO Shipping Corporation Limited in May 2016 pursuant to the approvals of the State-owned Assets Supervision and Administration Commission of the State Council of the PRC and the spirit of the regulations of China Banking Regulatory Commission for finance companies of enterprise groups, the Company has entered into a supplemental agreement with the COSCO Finance Shareholders on 13 January 2017 (the “ Supplemental Agreement ”) to terminate the COSCO Finance Capital Increase Agreement and the Capital Increase contemplated thereunder.
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Pursuant to the Supplemental Agreement, the COSCO Finance Capital Increase Agreement and the Capital Increase contemplated thereunder have been terminated; and each party releases and discharges the other parties from all claims that may arise in connection with the execution, performance, termination and all other relevant matters of the COSCO Finance Capital Increase Agreement. As at the date of this announcement, the Proposed Acquisitions contemplated under the Equity Acquisition Agreements and the Proposed Disposals contemplated under the Equity Sales Agreements have been completed.
By order of the Board COSCO SHIPPING Development Co., Ltd. Yu Zhen Joint Company Secretary
Shanghai, the People’s Republic of China 13 January 2017
As at the date of this announcement, the Board comprises of Ms. Sun Yueying, Mr. Wang Daxiong, Mr. Liu Chong and Mr. Xu Hui, being executive Directors, Mr. Feng Boming, Mr. Huang Jian and Mr. Chen Dong, being non-executive Directors, and Mr. Cai Hongping, Mr. Tsang Hing Lun, Ms. Hai Chi Yuet and Mr. Graeme Jack, being independent non-executive Directors.
- The Company is a registered non-Hong Kong company as defined in the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) and it is registered under its Chinese name and under the English name “COSCO SHIPPING Development Co., Ltd.”.
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