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Dida Inc. — Capital/Financing Update 2011
Jul 27, 2011
50671_rns_2011-07-27_9f55f4b2-66d3-409c-adb9-aac7940d3623.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.
This announcement is for information purposes only and is not an offer to sell or the solicitation of an offer to buy securities and neither this announcement nor anything herein forms the basis for any contract or commitment whatsoever. The securities described herein will be sold in accordance with all applicable laws and regulations. This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.
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CHINA SHIPPING DEVELOPMENT COMPANY LIMITED 中海發展股份有限公司
(a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1138)
Voluntary Announcement
Reference is made to the announcement dated 31 January 2011, the circular dated 16 February 2011, the announcement dated 6 April 2011, the announcement dated 6 July 2011 and the announcement dated 26 July 2011 in relation to the public offering of A share convertible bonds by China Shipping Development Company Limited (hereinafter referred to as the “Company”).
Such A share convertible bonds has been approved by China Securities Regulatory Commission (Zheng Jian Xu Ke [2011] No. 1152). The aggregate principal amount of the A share convertible bonds to be issued will be RMB3.95 billion with a nominal value of RMB100 each. There will be a total number of 39,500,000 convertible bonds. The term of such A share convertible bonds will be six years from the date of issuance, being 1 August 2011 to 1 August 2017.
The existing holders of A Shares of the Company are entitled to preferential placement of the entire amount of A Share convertible bonds to be issued. The remaining portion after the preferential placement (i.e. the portion which has been given up by the existing holders of the A Shares) will be issued by way of offline placement to institutional investors and online issuance through the trading system of Shanghai Stock Exchange, and any further remaining balance shall be underwritten by the underwriters. The number of the A share convertible bonds for preferential placement to the existing holders of A Shares shall be the number of shares of the
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Company held by them on the register of members after the market closed on the record date (being 29 July 2011) convertible in the proportion of RMB1.873 of convertible bond per share and convertible into board lots of RMB1,000 each. Each board lot will amount to one subscription unit. The total number of existing share capital of the Company is 3,404,552,270 shares, all of which are unrestricted shares, of which 2,108,552,270 shares are A Shares. On the basis of the subscription proportion for preferential placement, 3,949,318 board lots may be subscribed by existing holders of A Shares under the preferential placement, being 99.98% of the aggregate amount of the A share convertible bonds to be issued.
The interest rates of the A Share convertible bonds will be 0.5% for the first year, 0.7% for the second year, 0.9% for the third year, 1.3% for the fourth year, 1.6% for the fifth year and 2.0% for the sixth year. Within five trading days after the maturity of the A Share convertible bonds, the Company will redeem the outstanding A Share convertible bonds at 105% of the par value of the convertible bonds (including interest for the final term).
The initial conversion price of the A Share convertible bonds is RMB8.70 per Share, which will not be lower than the average trading price of A Shares of the Company during the 20 trading days preceding the publication of the Company’s A Share convertible bonds offering document (in the event that the share price has been adjusted due to ex-rights or ex-dividend during such 20 trading days, the trading price for each of these trading days before adjustment shall be adjusted with reference to the ex-rights or ex-dividend share price) and the average trading price of A Shares of the Company on the trading day immediately preceding the publication date of the offering document.
For further information about the A share convertible bonds, please refer to the aforesaid announcements and circular.
By Order of the Board of Directors China Shipping Development Company Limited Yao Qiaohong Company Secretary
Shanghai, the PRC 27 July 2011
As at the date of this announcement, the board of directors of the Company comprises Mr. Li Shaode, Mr. Ma Zehua, Mr. Lin Jianqing, Mr. Wang Daxiong, Mr. Zhang Guofa, Mr. Yan Zhichong and Mr. Qiu Guoxuan as executive directors, Mr. Zhu Yongguang, Mr. Gu Gongyun, Mr. Zhang Jun and Mr. Lu Wenbin as independent non-executive directors.
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