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CStone Pharmaceuticals Capital/Financing Update 2015

Feb 16, 2015

50715_rns_2015-02-16_2b2c346e-5db4-4770-8af1-24bba84fcfa9.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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兗州煤業股份有限公司

YANZHOU COAL MINING COMPANY LIMITED

(A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1171)

VOLUNTARY ANNOUNCEMENT SUBSCRIPTIONS OF WEALTH MANAGEMENT PRODUCTS

This voluntary announcement is made by Yanzhou Coal Mining Company Limited.

I. BACKGROUND

Reference is made to the announcement of the Company regarding the First Purchase of Wealth Management Products of CGB dated 10 November 2014.

The Board announces that, on 16 February 2015, the Company purchased wealth management products of CGB for the second time.

II. XINMANYIZU RMB MARGIN DEPOSITS PLAN CORPORATE PRODUCTS AGREEMENT OF CGB

On 16 February 2015, the Company entered into the Xinmanyizu RMB Margin Deposits Plan Corporate Products Agreement of CGB with CGB to purchase RMB margin deposits plan corporate products, details of which are as follows:

  • (1) Name of product: Xinmanyizu RMB Margin Deposits Plan Corporate Products (“薪滿 益足”人民幣保證金存款計劃對公產品)

  • (2) Investment currency: RMB

  • (3) Type of product: principal-guaranteed and floating income wealth management product

  • (4) Subscription amount: RMB0.2 billion

  • (5) Expected annualized return rate: 4.90%

  • (6) Principle for calculation of product returns: return on the product is calculated based on the investment principal of the Company, days of investment and the actual annualized return rate (365 days a year).

  • (7) Value date of product: 16 February 2015

  • (8) Maturity date of product: 16 March 2015

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  • (9) Principal guaranteed: 100% guarantee for the safety of the principal amount of such margin deposits to be returned on maturity date and payment date of return.

  • (10) Right of early termination: CGB has the right of early termination or temporary suspension of the margin deposits plan according to actual conditions. In case of early termination of this product, CGB shall notify the Company by way of announcement 2 working days before the termination date and return the principal and product return actually accrued to the Company within 2 working days after the termination date.

  • (11) The payment of principal and return: the principal and return will be transferred to the Company’s account within 2 working days after the maturity date. No interest or return will be borne from the maturity date or the actual termination date to the actual payment date of the principal and return.

  • (12) Description of connected relationship: To the best knowledge, information and belief of the Directors having made all reasonable enquiry, CGB and its ultimate beneficial owners are the third parties independent of the Company and connected persons of the Company, and are not connected persons of the Company.

III. REASONS AND BENEFITS FOR ENTERING INTO THE SECOND PURCHASE OF WEALTH MANAGEMENT PRODUCTS OF CGB IN 2014/2015

Without affecting the Company's project constructions, operational liquidity and fund security, the Company utilized certain idle funds to subscribe for highly secured principal-guaranteed wealth management products from banks. Such subscription will not affect the need of working capital of the Company. Appropriate short-term wealth management with low risk exposure is conducive to enhancing the utilization of capital and increasing income from idle funds.

Therefore, the Directors consider that the Second Purchase of Wealth Management Products of CGB in 2014/2015 are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

IV. IMPLICATION OF THE HONG KONG LISTING RULES

The highest relevant applicable percentage ratio (as defined under the Hong Kong Listing Rules) of the subscription amount under the Second Purchase of Wealth Management Products of CGB and the aggregated subscription amount under the First Purchase of Wealth Management Products of CGB and the Second Purchase of Wealth Management Products of CGB are both less than 5%. Therefore, the Second Purchase of Wealth Management Products CGB does not constitute a notifiable transaction of the Company under Chapter 14 of the Listing Rules.

V. GENERAL

Information of the parties

The Company

The Company is principally engaged in the business of mining, preparation, processing and sales of coal and coal chemicals. The Company’s main products are steam coal for use in largescale power plants, coking coal for metallurgical production and prime quality low sulphur coal for use in pulverized coal injection.

CGB

CGB is a licensed bank incorporated under the laws of the PRC. CGB is principally engaged in the businesses as approved by China Banking Regulatory Commission in accordance with the relevant laws, administrative rules and other regulations.

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DEFINITIONS

In this announcement, unless the context requires otherwise, the following terms have the meanings set out below:

  • “A Shares” domestic shares in the ordinary share capital of the Company, with a nominal value of RMB1.00 each, which are listed on the Shanghai Stock Exchange

  • “Board” the board of directors of the Company;

  • “CGB” Jining branch of China Guangfa Bank Co., Ltd.;

  • “connected person(s)” has the meaning ascribed thereto under the Hong Kong Listing Rules;

  • “Company” 兗州煤業股份有限公司, Yanzhou Coal Mining Company Limited, a joint stock limited company established under the laws of the PRC in 1997, and the H Shares, American depositary shares and A Shares of which are listed on the Hong Kong Stock Exchange, New York Stock Exchange and the Shanghai Stock Exchange, respectively;

  • “Director(s)”

the director(s) of the Company;

  • “First Purchase of the first purchase of wealth management products of CGB according to the Wealth Management agreement entered into between the Company and CGB on 10 November Products of CGB” 2014 ;

  • “Group” the Company and its subsidiaries;

  • “H Shares” overseas listed foreign invested shares in the ordinary share capital of the Company with a nominal value of RMB1.00 each, which are listed on the Hong Kong Stock Exchange

  • “Hong Kong Listing the Rules Governing the Listing of Securities on the Hong Kong Stock Rules” Exchange;

  • “Hong Kong Stock The Stock Exchange of Hong Kong Limited; Exchange”

  • “PRC” the People’s Republic of China;

  • “RMB” Renminbi, the lawful currency of the PRC;

  • “Second Purchase of the second purchase of wealth management products of CGB according to Wealth Management the agreement entered into between the Company and CGB on 16 February Products of CGB” 2015;

  • “Shareholders” the shareholders of the Company;

“%” percentage.

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By order of the Board Yanzhou Coal Mining Company Limited Li Xiyong Chairman of the Board

Zoucheng, Shandong Province, the PRC 16 February 2015

As at the date of this announcement, the directors of the Company are Mr. Li Xiyong, Mr. Zhang Xinwen, Mr. Yin Mingde, Mr. Wu Yuxiang, Mr. Zhang Baocai, Mr. Wu Xiangqian and Mr. Jiang Qingquan, and the independent non-executive directors of the Company are Mr. Wang Lijie, Mr. Jia Shaohua, Mr. Wang Xiaojun and Mr. Xue Youzhi.

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