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Shanghai Able Digital Science&Tech Co., Ltd. — Interim / Quarterly Report 2014
Aug 24, 2014
50757_rns_2014-08-24_dd04f3f5-6855-4262-aebf-b5c0e5e470d8.pdf
Interim / Quarterly Report
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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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CITIC RESOURCES HOLDINGS LIMITED
(incorporated in Bermuda with limited liability)
(Stock Code: 1205)
ANNOUNCEMENT OF INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2014
The board of directors (the “ Board ”) of CITIC Resources Holdings Limited (the “ Company ”) announces the unaudited consolidated interim results of the Company and its subsidiaries (collectively, the “ Group ”) for the six months ended 30 June 2014 (the “ Period ”).
FINANCIAL HIGHLIGHTS
| Six months ended 30 June | 2014 | 2013 | Change |
|---|---|---|---|
| Unaudited | HK$ million | HK$ million | |
| Revenue | 15,141.5 | 21,327.7 | (29.0%) |
| EBIT * | 590.8 | 480.9 | 22.9% |
| Profit attributable to shareholders | 168.4 | 104.3 | 61.4% |
-
profit before tax + finance costs
-
The Group’s financial performance during the Period continued to be hindered by a challenging operating environment primarily due to the slow recovery in the global economy and a softening in both demand for and selling prices of commodities. These factors contributed to a decrease in the Group’s revenue for the Period by 29.0% to HK$15,141.5 million.
-
With its ongoing efforts to control operating costs, the Group improved its EBIT to HK$590.8 million and recorded a profit attributable to shareholders of HK$168.4 million.
— 1 —
FINANCIAL RESULTS
CONDENSED CONSOLIDATED INCOME STATEMENT Six months ended 30 June Unaudited
| Notes REVENUE 4 Cost of sales Gross profit Other income and gains 5 Selling and distribution costs General and administrative expenses Other expenses, net Finance costs 6 Share of profit/(loss) of: Associates A joint venture PROFIT BEFORE TAX 7 Income tax 8 PROFIT FOR THE PERIOD ATTRIBUTABLE TO: Shareholders of the Company Non-controlling interests EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF THE COMPANY 9 Basic Diluted |
2014 HK$’000 15,141,508 (14,667,367) 474,141 173,608 (113,951) (170,747) (26,188) (342,786) (37,597) 291,527 248,007 (58,604) 189,403 168,409 20,994 189,403 HK cents 2.14 2.14 |
2013 HK$’000 21,327,652 (21,005,831) 321,821 451,008 (10,536) (171,382) (315,803) (333,981) (52,897) 258,649 146,879 (51,350) 95,529 104,347 (8,818) 95,529 HK cents 1.33 1.33 |
|---|---|---|
— 2 —
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Six months ended 30 June Unaudited
| PROFIT FOR THE PERIOD OTHER COMPREHENSIVE INCOME/(LOSS) Other comprehensive income/(loss) to be reclassified to profit or loss in subsequent periods: Available-for-sale investments: Changes in fair value Income tax effect Cash flow hedges: Effective portion of changes in fair value of hedging instruments arising during the period Reclassification adjustment for losses/(gains) included in the condensed consolidated income statement Income tax effect Exchange differences on translation of foreign operations Net other comprehensive income/(loss) to be reclassified to profit or loss in subsequent periods Other comprehensive income not to be reclassified to profit or loss in subsequent periods: Re-measurement gain on defined benefit plan: Changes in fair value Income tax effect Net other comprehensive income not to be reclassified to profit or loss in subsequent periods OTHER COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD, NET OF TAX TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD ATTRIBUTABLE TO: Shareholders of the Company Non-controlling interests |
2014 HK$’000 189,403 (331) 99 (232) (23,698) 3,598 (126) (20,226) (719,607) (740,065) 63,367 (19,010) 44,357 (695,708) (506,305) (514,015) 7,710 (506,305) |
2013 HK$’000 95,529 (12,778) 3,834 (8,944) 1,007,002 (237,335) (179,876) 589,791 51,849 632,696 — — — 632,696 728,225 730,971 (2,746) 728,225 |
|---|---|---|
— 3 —
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| Notes NON-CURRENT ASSETS Property, plant and equipment Prepaid land lease payments Goodwill Other assets Investments in associates Investment in a joint venture Available-for-sale investments Prepayments, deposits and other receivables Derivative financial instruments Deferred tax assets Total non-current assets CURRENT ASSETS Inventories Trade receivables 11 Prepayments, deposits and other receivables Equity investments at fair value through profit or loss Derivative financial instruments Other assets Tax recoverable Cash and cash equivalents Total current assets CURRENT LIABILITIES Accounts payable 12 Accrued liabilities and other payables Derivative financial instruments Bank and other borrowings Finance lease payables Bond obligations Provisions Total current liabilities NET CURRENT ASSETS TOTAL ASSETS LESS CURRENT LIABILITIES |
30 June 2014 31 December 2013 Unaudited Audited HK$’000 HK$’000 6,669,065 6,732,880 21,613 22,822 24,682 24,682 1,050,771 992,643 3,825,271 4,060,832 2,191,152 2,231,903 1,489 1,820 432,097 440,414 66,549 — 123,559 174,610 14,406,248 14,682,606 1,521,343 1,300,099 756,118 2,039,010 2,183,228 2,612,248 3,029 3,029 — 38,817 — 184,215 28,137 31,918 3,799,509 6,994,039 8,291,364 13,203,375 522,716 958,307 602,285 826,255 61,646 — 3,534,161 883,032 15,872 15,614 — 6,187,321 95,332 76,812 4,832,012 8,947,341 3,459,352 4,256,034 17,865,600 18,938,640 |
30 June 2014 31 December 2013 Unaudited Audited HK$’000 HK$’000 6,669,065 6,732,880 21,613 22,822 24,682 24,682 1,050,771 992,643 3,825,271 4,060,832 2,191,152 2,231,903 1,489 1,820 432,097 440,414 66,549 — 123,559 174,610 14,406,248 14,682,606 1,521,343 1,300,099 756,118 2,039,010 2,183,228 2,612,248 3,029 3,029 — 38,817 — 184,215 28,137 31,918 3,799,509 6,994,039 8,291,364 13,203,375 522,716 958,307 602,285 826,255 61,646 — 3,534,161 883,032 15,872 15,614 — 6,187,321 95,332 76,812 4,832,012 8,947,341 3,459,352 4,256,034 17,865,600 18,938,640 |
|---|---|---|
| 14,682,606 | ||
| 1,300,099 2,039,010 2,612,248 3,029 38,817 184,215 31,918 6,994,039 |
||
| 13,203,375 | ||
| 958,307 826,255 — 883,032 15,614 6,187,321 76,812 |
||
| 8,947,341 | ||
| 4,256,034 | ||
| 18,938,640 |
— 4 —
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| TOTAL ASSETS LESS CURRENT LIABILITIES NON-CURRENT LIABILITIES Bank and other borrowings Finance lease payables Deferred tax liabilities Derivative financial instruments Provisions Other payable Total non-current liabilities NET ASSETS EQUITY Equity attributable to shareholders of the Company Issued capital Reserves Non-controlling interests TOTAL EQUITY |
30 June 2014 31 December 2013 Unaudited Audited HK$’000 HK$’000 17,865,600 18,938,640 6,009,841 6,548,423 56,813 54,619 69,786 66,840 81,439 97,305 433,642 464,007 55,333 46,064 6,706,854 7,277,258 11,158,746 11,661,382 393,426 393,426 10,763,920 11,274,266 11,157,346 11,667,692 1,400 (6,310) 11,158,746 11,661,382 |
|---|---|
— 5 —
NOTES
1. BASIS OF PREPARATION
These unaudited interim condensed consolidated financial statements (“ Financial Statements ”) have been prepared in accordance with Hong Kong Accounting Standard (“ HKAS ”) 34 “Interim Financial Reporting” issued by the Hong Kong Institute of Certified Public Accountants (the “ HKICPA ”) and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”).
These Financial Statements do not include all the information and disclosures required in annual consolidated financial statements, and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 December 2013.
The accounting policies and methods of computation used in the preparation of these Financial Statements are consistent with the consolidated financial statements of the Group for the year ended 31 December 2013, except for the adoption of new and revised standards and interpretations with effect from 1 January 2014 as detailed in note 2 below.
These Financial Statements were approved and authorised for issue by the Board on 22 August 2014.
2. CHANGES IN ACCOUNTING POLICY AND DISCLOSURES
The Group has adopted the following new and revised Hong Kong Financial Reporting Standards (“ HKFRSs ”) (which include all Hong Kong Financial Reporting Standards, HKASs and Interpretations) issued by the HKICPA for the first time for these Financial Statements.
| HKFRS 10, HKFRS 12 and | Amendments to HKFRS 10, HKFRS 12 and HKAS 27 (2011) – |
|---|---|
| HKAS 27 (2011) Amendments | Investment Entities |
| HKAS 32 Amendments | Amendments to HKAS 32 Financial Instruments: |
| Presentation – Offsetting Financial Assets and Financial Liabilities | |
| HKAS 39 Amendments | Amendments to HKAS 39 Financial Instruments: |
| Recognition and Measurement – Novation of Derivatives and | |
| Continuation of Hedge Accounting | |
| HK(IFRIC) – Int 21 | Levies |
The adoption of the new and revised HKFRSs has had no significant financial effect on these Financial Statements and there have been no significant changes to the accounting policies applied in these Financial Statements.
3. ISSUED BUT NOT YET EFFECTIVE HONG KONG FINANCIAL REPORTING STANDARDS
The Group has not applied the following new and revised HKFRSs, that have been issued but are not yet effective, in these Financial Statements.
| HKFRS 9 | Financial Instruments4 |
|---|---|
| HKFRS 9, HKFRS 7 and | Hedge Accounting and amendments to HKFRS 9, HKFRS 7 |
| HKAS 39 Amendments | and HKAS 394 |
| HKFRS 11 Amendments | Amendments to HKFRS 11 Accounting for Acquisitions of |
| Interests in Joint Operations2 | |
| HKFRS 14 | Regulatory Deferral Accounts2 |
| HKFRS 15 | Revenue from Contracts with Customers3 |
| HKAS 16 and HKAS 41 Amendments | Amendments to HKAS 16 and HKAS 41 Bearer Plants2 |
| HKAS 16 and HKAS 38 Amendments | Amendments to HKAS 16 and HKAS 38 Clarification of |
| Acceptable Methods of Depreciation and Amortisation2 | |
| HKAS 19 Amendments | Amendments to HKAS 19 Employee Benefits – |
| Defined Benefit Plans: Employee Contributions1 | |
| Annual Improvements | Amendments to a number of HKFRSs issued in January 20141 |
| 2010 – 2012 Cycle | |
| Annual Improvements | Amendments to a number of HKFRSs issued in January 20141 |
| 2011 – 2013 Cycle |
— 6 —
3. ISSUED BUT NOT YET EFFECTIVE HONG KONG FINANCIAL REPORTING STANDARDS (continued)
- 1 Effective for annual periods beginning on or after 1 July 2014 2 Effective for annual periods beginning on or after 1 January 2016 3 Effective for annual periods beginning on or after 1 January 2017 4 Effective for annual periods beginning on or after 1 January 2018
The Group is in the process of making an assessment of the impact of these new and revised HKFRSs upon initial application. So far, it has concluded that while the adoption of HKFRS 9 and amendments to HKFRS 7, HKFRS 9, HKFRS 11 and HKAS 39 may result in changes in accounting policies, these new and revised HKFRSs are unlikely to have a significant impact on the Group’s results of operations and financial position.
4. OPERATING SEGMENT INFORMATION
For management purposes, the Group is organised into business units based on their products and services and has four reportable operating segments as follows:
-
(a) the aluminium smelting segment comprises the operation of the Portland Aluminium Smelter which sources alumina and produces aluminium ingots in Australia;
-
(b) the coal segment comprises the operation of coal mines and the sale of coal in Australia;
-
(c) the import and export of commodities segment comprises the export of various commodity products such as aluminium ingots, coal, iron ore, alumina and copper; and the import of other commodity products and manufactured goods such as steel, vehicle and industrial batteries and tyres in Australia; and
-
(d) the crude oil segment comprises the operation of oilfields and the sale of oil in Indonesia and China.
Management monitors the results of the Group’s operating segments separately for the purposes of making decisions about resources allocation and performance assessment. Segment performance is evaluated based on reportable segment profit/(loss), which is a measure of adjusted profit/(loss) before tax. The adjusted profit/(loss) before tax is measured consistently with the Group’s profit before tax except that interest income, finance costs, and share of profit/(loss) of associates and a joint venture as well as head office and corporate expenses are excluded from such measurement.
Segment assets exclude investments in associates, investment in a joint venture, available-for-sale investments, deferred tax assets, equity investments at fair value through profit or loss, tax recoverable, cash and cash equivalents, and other unallocated head office and corporate assets as these assets are managed on a group basis.
Segment liabilities exclude bank and other borrowings, finance lease payables, bond obligations, deferred tax liabilities, and other unallocated head office and corporate liabilities as these liabilities are managed on a group basis.
— 7 —
4. OPERATING SEGMENT INFORMATION (continued)
| Six months ended 30 June 2014 Unaudited HK$’000 Segment revenue: Sales to external customers Other income Segment results Reconciliation: Interest income and unallocated gains Unallocated expenses Unallocated finance costs Share of profit/(loss) of: Associates A joint venture Profit before tax Six months ended 30 June 2013 Unaudited HK$’000 Segment revenue: Sales to external customers Other income Segment results Reconciliation: Interest income and unallocated gains Unallocated expenses Unallocated finance costs Share of profit/(loss) of: Associates A joint venture Profit before tax HK$’000 Segment assets 30 June 2014 (unaudited) 31 December 2013 (audited) Segment liabilities 30 June 2014 (unaudited) 31 December 2013 (audited) |
Aluminium smelting 544,975 3,912 548,887 29,000 Aluminium smelting 538,216 129,714 667,930 123,133 Aluminium smelting 1,050,979 1,280,489 513,406 596,611 |
Coal 365,641 13 365,654 (91,074) Coal 344,721 31 344,752 (22,404) Coal 1,798,468 1,711,497 368,128 362,648 |
Import and export of commodities 13,359,022 28,065 13,387,087 168,148 Import and export of commodities 20,341,787 20,966 20,362,753 233,278 Import and export of commodities 1,847,632 2,742,037 355,337 703,931 |
Crude oil 871,870 1,524 873,394 223,987 Crude oil 102,928 1,151 104,079 (78,399) Crude oil 6,101,136 6,117,463 568,420 617,444 |
Total 15,141,508 33,514 15,175,022 330,061 140,094 (133,292) (342,786) (37,597) 291,527 248,007 Total 21,327,652 151,862 21,479,514 255,608 299,146 (279,646) (333,981) (52,897) 258,649 146,879 Total 10,798,215 11,851,486 1,805,291 2,280,634 |
|---|---|---|---|---|---|
— 8 —
5. OTHER INCOME AND GAINS
An analysis of the Group’s other income and gains is as follows:
| Interest income Handling service fees Fair value gains on derivative financial instruments Sale of scrap Others 6. FINANCE COSTS An analysis of finance costs is as follows: Interest expense on bank and other borrowings Interest expense on fixed rate senior notes, net Interest expense on finance leases Total interest expense on financial liabilities not at fair value through profit or loss Amortisation of fixed rate senior notes Other finance charges: Increase in discounted amounts of provisions arising from the passage of time Others 7. PROFIT BEFORE TAX The Group’s profit before tax was arrived at after charging: Depreciation Amortisation of other assets Amortisation of prepaid land lease payments Loss on disposal/write-off of items of property, plant and equipment Exchange losses, net Loss on repurchase of fixed rate senior notes * Loss on purchase of fixed rate senior notes * |
2014 HK$’000 49,910 27,833 65,494 2,366 28,005 173,608 2014 HK$’000 170,861 158,709 2,777 332,347 6,899 339,246 912 2,628 342,786 2014 HK$’000 403,419 55,740 653 606 11,700 — — |
2013 HK$’000 55,098 20,708 367,840 3,126 4,236 |
|---|---|---|
| 451,008 | ||
| 2013 HK$’000 101,875 219,169 2,327 |
||
| 323,371 9,661 |
||
| 333,032 584 365 |
||
| 333,981 | ||
| 2013 HK$’000 127,015 25,769 623 362 168,264 91,498 2,052 |
- These amounts were included in “Other expenses, net” in the condensed consolidated income statement.
— 9 —
8. INCOME TAX
| Current: Hong Kong Elsewhere Deferred Total tax expense for the period |
2014 HK$’000 — 48,848 9,756 58,604 |
2013 HK$’000 — 28,566 22,784 |
|---|---|---|
| 51,350 |
The statutory tax rate of Hong Kong profits tax was 16.5% (2013: 16.5%) on the estimated assessable profits arising in Hong Kong during the Period. No provision for Hong Kong profits tax was made as the Group had no assessable profits arising in Hong Kong for the Period (2013: Nil).
Taxes on profits assessable elsewhere were calculated at the rates of tax prevailing in the jurisdictions in which the Group operates.
Australia: Australian income tax was provided at the statutory rate of 30% (2013: 30%) on the estimated taxable profits arising in Australia during the Period.
Indonesia: The corporate tax rate applicable to the subsidiary which is operating in Indonesia was 30% (2013: 30%). The Group’s subsidiary owning a participating interest in the oil and gas properties in Indonesia was subject to a branch tax at the effective tax rate of 14% (2013: 14%).
China: The Group’s subsidiaries registered in China were subject to corporate income tax at a rate of 25% (2013: 25%). No provision for China corporate income tax was made as the Group had no taxable profits arising in China during the Period (2013: Nil).
According to HKAS 12 Income Taxes, deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled.
— 10 —
9. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF THE COMPANY
The calculation of the basic earnings per share amount is based on the profit for the period attributable to ordinary shareholders of the Company and the weighted average number of ordinary shares in issue during the period.
The calculation of the diluted earnings per share amount is based on the profit for the period attributable to ordinary shareholders of the Company. The weighted average number of ordinary shares used in the calculation is the number of ordinary shares in issue during the period, as used in the basic earnings per share calculation, and the weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed exercise or conversion of all dilutive potential ordinary shares into ordinary shares.
The calculations of basic and diluted earnings per share amounts were based on:
| Earnings Profit attributable to ordinary shareholders of the Company used in the basic earnings per share calculation Shares Weighted average number of ordinary shares in issue during the period used in the basic earnings per share calculation Effect of dilution – weighted average number of ordinary shares: share options |
2014 2013 HK$’000 HK$’000 168,409 104,347 Number of shares 2014 2013 7,868,527,149 7,866,199,580 — 1,290,461 7,868,527,149* 7,867,490,041 |
2013 HK$’000 104,347 |
|---|---|---|
| 7,867,490,041 |
- There was no dilutive potential ordinary shares arising from share options as the average share price of the Company did not exceed the exercise price of the outstanding share options during the Period.
10. DIVIDEND
The Board has resolved not to pay an interim dividend for the Period (2013: Nil).
— 11 —
11. TRADE RECEIVABLES
An aged analysis of the trade receivables as at the end of the reporting period, based on the invoice date and net of provisions, was as follows:
| Within one month One to two months Two to three months Over three months |
30 June 2014 HK$’000 307,436 99,150 94,576 254,956 756,118 |
31 December 2013 HK$’000 1,034,139 161,329 448,547 394,995 |
|---|---|---|
| 2,039,010 |
The Group normally offers credit terms of 30 to 120 days to its established customers.
12. ACCOUNTS PAYABLE
An aged analysis of the accounts payable as at the end of the reporting period, based on the invoice date, was as follows:
| Within one month One to three months Over three months |
30 June 2014 HK$’000 510,991 — 11,725 522,716 |
31 December 2013 HK$’000 935,078 — 23,229 |
|---|---|---|
| 958,307 |
The accounts payable are non-interest-bearing and are normally settled on terms of 30 to 90 days.
— 12 —
BUSINESS REVIEW AND OUTLOOK
Review
With the continuing slow recovery of the global economy, overall demand for commodities remained weak thus leading to lower commodities selling prices during the Period. As a result, the Group’s commodity related businesses, including aluminium, coal, manganese and the import and export of commodities, inevitably suffered. The Group’s oil business, however, recorded a steady performance as a result of stable oil prices during the Period.
During the Period, the Group redeemed the outstanding principal amount of its US$1,000,000,000 6.75% senior notes due 2014 (the “ Notes ”) at maturity thus improving the Group’s gearing and lowering its costs of borrowing.
Crude oil
Although the Group has been facing a number of challenges, it has been committed to enhancing oil production. Production continued to show satisfactory growth with an average daily production of 47,600 barrels (100% basis) during the Period. Profitability also improved, attributable to the continual implementation of cost control measures.
The Karazhanbas oilfield in Kazakhstan continued to wield the single largest influence on the Group’s overall oil production volume during the Period. Buoyed by its concerted efforts to improve oilfield sustainability and production efficiency by the deployment of more effective oil recovery techniques, the oilfield achieved an average daily production of 38,800 barrels (100% basis). Costs pressure was substantially relieved by the granting of a preferential mineral extraction tax rate. Also, the Group has been actively discussing with the relevant governmental and regulatory authorities in Kazakhstan about the extension of the licence to explore, develop and produce oil from the oilfield beyond 2020.
Following the full commissioning of the production system at the Yuedong oilfield in Liaoning Province, China in 4Q 2013, the Group continues to work closely with China National Petroleum Corporation. During the Period, average daily production reached 6,100 barrels (100% basis). The oilfield has become a positive contributor to the Group’s revenue. In addition, there was satisfactory progress on the construction and installation of production facilities. Further works will be progressively implemented to completion and the Group will continue to endeavour to achieve full production as early as practicable.
In Indonesia, contributed by new development wells, production at the Seram Block improved during the Period. The oilfield had an average daily production of 2,700 barrels (100% basis). The Group will drill new wells to enhance production and carry out necessary repairs to existing wells to sustain their productivity. The Group will also continue exploration activities for reserves prospects in the Lofin area.
— 13 —
Coal
The Group’s coal investments currently comprise a 14% participating interest in the Coppabella and Moorvale coal mines joint venture (the “ CMJV ”) and certain interests in a number of coal exploration operations in Australia where the Group works together with a subsidiary of Peabody Energy Corporation.
During the Period, the Group’s coal segment continued to face a challenging operating environment. Its performance was greatly affected by softer selling prices brought about by the effect of sluggish demand. However, taking into account the long term demand for quality low volatile pulverized coal injection coal particularly from emerging markets such as China where the Group holds an exclusive right to market the coal produced by the CMJV, the Group remains optimistic about the outlook for its coal business.
Metals
The Group’s strategic metal investments include interests in the Portland Aluminium Smelter joint venture, Alumina Limited (“ Alumina ”) and CITIC Dameng Holdings Limited (“ CDH ”).
During the Period, a global glut of aluminium continued to exert downward pressure on prices that affected the performance of the Group’s aluminium business. The Group will maintain its cost saving measures in order to offset the impact of the softening prices. With the world-class global portfolio of upstream mining and refining operations owned by its associate Alumina, the Group is positive about the long term prospects of this segment.
In respect of the Group’s interest in CDH, a share of loss was recorded for the Period. CDH was affected by low average selling prices of major manganese products and as a result, it incurred a consolidated net loss.
Import and export of commodities
The slowdown of the Chinese economy emerged as a strong headwind for the global commodities industry, leading to a decrease in demand and prices negatively impacting on the performance of the Group’s import and export of commodities business during the Period.
During the Period, there were a number of media reports relating to an investigation by Chinese authorities in respect of certain aluminium and copper products stored at Qingdao port, China (the “ Investigation ”). 223,270 MT of alumina and 7,486 MT of copper owned by the Group (the “ Inventories ”) are stored in bonded warehouses at Qingdao port. In June 2014, the Group applied to the Qingdao Maritime Court (the “ Court ”) and obtained an asset protection order (the “ APO ”) in respect of the Inventories; but has been notified by the Court that it has been unable to enforce the APO against 123,446 MT of alumina. As one of the steps to recover the Inventories, the Group has filed a claim in the Court against the operator of the bonded warehouse at Qingdao port.
The Group is not the subject of the Investigation and is not in a position to provide any information about the Investigation or on the effect of the Investigation on the Inventories. Until the status of the Investigation is clarified, the Group is not able to accurately assess the impact on its import and export of commodities business.
— 14 —
Furthermore, through an announcement issued by Qingdao Port International Co., Ltd. dated 15 August 2014, the Company was made aware that ABN AMRO Bank N.V., Singapore Branch (“ ABN AMRO ”) had commenced legal proceedings (the “ Legal Proceedings ”) in China against CITIC Australia Commodity Trading Pty Limited (“ CACT ”), a wholly-owned subsidiary of the Company, pursuant to which ABN AMRO claims (1) payment by CACT of loss of RMB1 million, (2) release of the APO by CACT, and (3) payment of legal costs by CACT. CACT has not been served with the Legal Proceedings and the Company is unable to consider or comment on the substance of the Legal Proceedings.
Financial Management
As a move to further enhance its liquidity, during the Period, the Group entered into a facility agreement with a syndicate of financial institutions as lenders in respect of an unsecured term loan facility of US$310 million. The success of the closing of the facility has demonstrated the banks’ confidence in the Group’s credibility and future growth.
The outstanding balance of the Notes, being US$798.9 million, was fully redeemed in May 2014, which has helped improve the Group’s gearing ratio and capital structure.
Outlook
Looking ahead, the Group expects the energy and commodities markets will inevitably be subject to considerable fluctuations as a consequence of anticipated deceleration of economic growth in China and tapering of monetary easing policies by the United States of America which will affect market liquidity. The impact of market volatility on the Group’s businesses will be amplified by intense market competition resulting from softening demand. The Group will continue to monitor the changing economic environment and mitigate the associated market risks while proactively taking measures to control costs more effectively and enhance production efficiency.
The Group will seek to steadily improve the performance of its crude oil segment with an ongoing effort to raise production by strengthening the development and management of wells and improving oil recovery techniques.
The Group will endeavour to tackle market difficulties by taking advantage of the support from 中國中信集團有限公司 (CITIC Group Corporation). The Group will continue to optimize its existing business portfolio and look for ways to unlock the true value of its investments. In addition to fostering organic growth, the Group will continue to review potential investment opportunities capable of strengthening the Group’s asset portfolio and further create value for shareholders.
— 15 —
LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE
Cash
As at 30 June 2014, the Group had cash and cash equivalents of HK$3,799.5 million.
Borrowings
As at 30 June 2014, the Group had total debt of HK$9,616.7 million, which comprised:
-
unsecured bank loans of HK$9,271.0 million;
-
unsecured other loan of HK$273.0 million; and
-
finance lease payables of HK$72.7 million.
Most transactions of CITIC Australia Trading Pty Limited (“ CATL ”), a wholly-owned subsidiary of the Company, are debt funded which means CATL is highly geared. However, in contrast to term loans, CATL’s borrowings are self liquidating, transaction specific and of short durations, matching the term of the underlying trade. When sale proceeds are received at the completion of a transaction, the related borrowings are repaid accordingly.
In June 2012, the Company, as borrower, entered into a facility agreement with a syndicate of financial institutions as lenders in respect of an unsecured 3-year term loan facility of US$380 million (HK$2,964 million) (the “ A Loan ”) to refinance the final repayment (being US$140 million) of an unsecured term loan facility and to finance the general corporate funding requirements of the Company. The outstanding balance of the A Loan as at 30 June 2014 was US$380 million and matures in June 2015.
In September 2012, the Company, as borrower, entered into a facility agreement with a bank as lender in respect of an unsecured 5-year term loan facility of US$40 million (HK$312 million) (the “ B Loan ”) to finance the general corporate funding requirements of the Company. The outstanding balance of the B Loan as at 30 June 2014 was US$40 million.
In November 2012, the Company, as borrower, entered into a facility agreement with a syndicate of financial institutions as lenders in respect of an unsecured term loan facility of US$400 million (HK$3,120 million) (the “ C Loan ”) to finance the general corporate funding requirements of the Company. The C Loan has a tenor of 5 years commencing from the date of first utilisation, being 14 May 2013, subject to a put option requiring repayment on the date falling 3 years from such date. The outstanding balance of the C Loan as at 30 June 2014 was US$400 million.
In March 2014, the Company, as borrower, entered into a facility agreement with a syndicate of financial institutions as lenders in respect of an unsecured term loan facility (the “ D Loan ”) to finance the repayment of the Notes. The D Loan has a total facility amount of US$310 million (HK$2,418 million) and a tenor of 3 years commencing from the date of first utilisation, being 12 May 2014. The outstanding balance of the D Loan as at 30 June 2014 was US$310 million.
The Group leases certain of its plant and machinery for its coal mine operation. The leases are classified as finance leases.
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The bond obligations represented the outstanding amount of the Notes issued by CITIC Resources Finance (2007) Limited, a direct wholly-owned subsidiary of the Company. The Notes were fully redeemed in May 2014.
As at 30 June 2014, the Group’s net debt to net total capital was 34.3% (31 December 2013: 36.5%). Of the total debt, HK$3,550.0 million was repayable within one year, including mainly the outstanding balance of the A Loan and trade finance.
Share capital
There was no movement in the share capital of the Company during the Period.
Financial risk management
The Group’s diversified business is exposed to a variety of risks, such as market risks (including foreign currency risk, price risk, interest rate risk and inflation risk), credit risk and liquidity risk. The management of such risks is dictated by a set of internal policies and procedures designed to minimise potential adverse effects to the Group. The policies and procedures have proved effective.
The Group enters into derivative transactions, including principally forward currency contracts, forward commodity contracts, interest rate swap contracts, an embedded derivative and an electricity hedge agreement. Their purpose is to manage the foreign currency risk, price risk, interest rate risk and inflation risk arising from the Group’s operations and sources of finance.
Opinion
The Board is of the opinion that, after taking into account the existing available borrowing facilities and internal resources, the Group has sufficient resources to meet its foreseeable working capital requirements.
EMPLOYEES AND REMUNERATION POLICIES
As at 30 June 2014, the Group had around 340 full time employees, including management and administrative staff.
The Group’s remuneration policy seeks to provide fair market remuneration in a form and value to attract, retain and motivate high quality staff. Remuneration packages are set at levels to ensure comparability and competitiveness with other companies in the industry and market competing for a similar talent pool. Emoluments are also based on an individual’s knowledge, skill, time commitment, responsibilities and performance and by reference to the Group’s profits and performance. Rent-free quarters are provided to some employees in Indonesia.
CORPORATE GOVERNANCE CODE
Throughout the Period, the Company has applied the principles and complied with the applicable code provisions, and also complied with certain recommended best practices, of the Corporate Governance Code as set out in Appendix 14 to the Listing Rules.
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MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS
The Company has adopted a code of conduct for dealings in the securities of the Company by its directors (the “ Securities Dealings Code ”) that is based on the Model Code for Securities Transactions by Directors of Listed Issuers (the “ Model Code ”) as set out in Appendix 10 to the Listing Rules (or on terms no less exacting than the Model Code).
All directors have confirmed, following specific enquiry by the Company, that they have complied with the required standards set out in the Securities Dealings Code throughout the Period.
PURCHASE, REDEMPTION OR SALE OF LISTED SECURITIES OF THE COMPANY
Neither the Company nor any of its subsidiaries purchased, redeemed or sold any of the Company’s listed securities during the Period.
REVIEW OF ACCOUNTS
The audit committee has reviewed these unaudited interim results with management of the Company.
By Order of the Board CITIC Resources Holdings Limited Kwok Peter Viem Chairman
Hong Kong, 22 August 2014
As at the date hereof, the executive directors of the Company are Mr. Kwok Peter Viem; Mr. Qiu Yiyong; Mr. Sun Yang; Mr. Guo Tinghu and Ms. Li So Mui, the non-executive directors are Mr. Wong Kim Yin and Mr. Zeng Chen, and the independent non-executive directors are Mr. Fan Ren Da, Anthony; Mr. Gao Pei Ji; Mr. Hu Weiping and Mr. Shou Xuancheng.
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