Shanghai Able Digital Science&Tech Co., Ltd. — Interim / Quarterly Report 2020

Jul 24, 2020

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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(incorporated in Bermuda with limited liability)

(Stock Code: 1205)

ANNOUNCEMENT OF INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2020

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 2020 (the “ Period ”).

FINANCIAL HIGHLIGHTS

Six months ended 30 June	2020	2019	Change
Unaudited	HK$ million	HK$ million
Revenue	1,235.6	1,828.4	(32.4%)
EBITDA1	(138.5)	743.2	N/A
Adjusted EBITDA2 Proft/(loss) attributable to shareholders	28.7 (430.8)	1,114.0 362.1	(97.4%) N/A

1 profit/(loss) before tax + finance costs + depreciation + amortisation

2 EBITDA + (share of finance costs, depreciation, amortisation, income tax credit/expense and non-controlling interests of a joint venture)

– 1 –

The long lasting of outbreak of the Coronavirus disease 2019 (“ COVID-19 ”) since end of January 2020 led to a large variety of anti-epidemic measures, including full or partial lockdown such as restriction of road and air travel, suspension of schooling and work from home arrangements, implemented by countries around the globe. Global energy demands including crude oil had plummeted during the Period. The global economy recovery is likely to be bumpy and slow as recent COVID-19 re-emerge at the beginning of July 2020 threatens to disrupt the operation of businesses and reduce consumer spending.

In comparing to the same period of last year, the average Dated Brent and Platts Dubai crude oil prices slump by 40% and 38% to US$39.8 per barrel and US$40.6 per barrel, respectively. Revenue of the Group dropped by 32% year-on-year and two out of four business segments recorded segment losses in the Period. The Group recorded a loss attributable to shareholders of HK$430.8 million in the Period which was mainly due to:

• a substantial share of loss of a joint venture of HK$266.1 million from the Group’s investment in Karazhanbas oilfield as a result of shrunk in crude oil price and sale volume of crude oil. Depreciation of Kazakhstan Tenge also led to an unrealized translation loss of United States dollar (“ US$ ”) dominated loans that escalated the share of loss. A share of profit of HK$277.8 million was recorded in the same period of last year;

• a significant reduction in share of profit of associates of HK$122.8 million in Alumina Limited (“ AWC ”) and CITIC Dameng Holdings Limited (“ CDH ”), translating to a drop of 63% year-on-year, due to plunge in alumina and manganese prices, respectively; and

• both aluminium smelting and coal segment recorded segment losses which were mainly due to slump in average selling prices of 16% year-on-year and 23% year-on-year, respectively, as well as contraction in sale volume of 20% year-on-year and 11% year-on-year, respectively, as a results of the COVID-19 and economic slowdown.

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FINANCIAL RESULTS

CONDENSED CONSOLIDATED INCOME STATEMENT Six months ended 30 June Unaudited

Notes REVENUE 3 Cost of sales Gross proft/(loss) Other income and gains 4 Selling and distribution costs General and administrative expenses Other expenses, net Finance costs 5 Share of proft/(loss) of: Associates A joint venture PROFIT/(LOSS) BEFORE TAX 6 Income tax expense 7 PROFIT/(LOSS) FOR THE PERIOD ATTRIBUTABLE TO: Shareholders of the Company Non-controlling interests EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF THE COMPANY 8 Basic Diluted	2020 HK$’000 1,235,649 (1,301,540) (65,891) 59,697 (6,410) (97,889) (27,800) (88,325) 71,296 (266,100) (421,422) (8,630) (430,052) (430,809) 757 (430,052) HK cents (5.48) (5.48)	2019 HK$’000 1,828,363 (1,639,545) 188,818 81,519 (7,098) (176,002) (26,612) (151,389) 194,132 277,809 381,177 (82) 381,095 362,051 19,044 381,095 HK cents 4.61 4.61

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CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Six months ended 30 June Unaudited

PROFIT/(LOSS) FOR THE PERIOD OTHER COMPREHENSIVE INCOME/(LOSS) Other comprehensive income/(loss) that may be reclassifed to proft or loss in subsequent periods: Cash fow hedges: Effective portion of changes in fair value of hedging instruments arising during the period Income tax effect Exchange differences on translation of foreign operations Exchange fuctuation reserves reclassifed to proft or loss upon deregistration of a subsidiary Share of other comprehensive income/(loss) of associates Share of other comprehensive income/(loss) of a joint venture Net other comprehensive income/(loss) that may be reclassifed to proft 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	2020 HK$’000 (430,052) (283,728) 85,119 (198,609) (60,071) (18,163) (31,593) 242 (308,194) (308,194) (738,246) (733,286) (4,960) (738,246)	2019 HK$’000 381,095 38,800 (11,641) 27,159 (8,285) — 8,132 (2,505) 24,501 24,501 405,596 386,979 18,617 405,596

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CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Notes NON-CURRENT ASSETS Property, plant and equipment Right-of-use assets Goodwill Other assets Investments in associates Investment in a joint venture Derivative fnancial instrument Prepayments, deposits and other receivables Deferred tax assets Total non-current assets CURRENT ASSETS Inventories Trade receivables 10 Prepayments, deposits and other receivables Derivative fnancial instruments Pledged deposit Cash and cash equivalents Total current assets CURRENT LIABILITIES Accounts payable 11 Tax payable Accrued liabilities and other payables Derivative fnancial instruments Bank borrowings Lease liabilities Provisions Total current liabilities NET CURRENT ASSETS TOTAL ASSETS LESS CURRENT LIABILITIES	30 June 202031 December 2019 Unaudited Audited HK$’000 HK$’000 2,874,076 3,004,109 100,484 102,048 24,682 24,682 261,974 264,243 3,944,071 3,982,682 1,780,689 2,046,546 — 113,651 80,520 67,785 171,730 86,806 9,238,226 9,692,552 394,703 457,766 336,332 374,803 247,790 266,044 69,454 242,237 38,339 39,179 1,153,996 1,595,429 2,240,614 2,975,458 82,412 136,520 291 204 549,636 711,368 11,361 7,116 138,395 1,152,775 25,418 22,060 45,717 44,857 853,230 2,074,900 1,387,384 900,558 10,625,610 10,593,110	30 June 202031 December 2019 Unaudited Audited HK$’000 HK$’000 2,874,076 3,004,109 100,484 102,048 24,682 24,682 261,974 264,243 3,944,071 3,982,682 1,780,689 2,046,546 — 113,651 80,520 67,785 171,730 86,806 9,238,226 9,692,552 394,703 457,766 336,332 374,803 247,790 266,044 69,454 242,237 38,339 39,179 1,153,996 1,595,429 2,240,614 2,975,458 82,412 136,520 291 204 549,636 711,368 11,361 7,116 138,395 1,152,775 25,418 22,060 45,717 44,857 853,230 2,074,900 1,387,384 900,558 10,625,610 10,593,110
		9,692,552
		457,766 374,803 266,044 242,237 39,179 1,595,429
		2,975,458
		136,520 204 711,368 7,116 1,152,775 22,060 44,857
		2,074,900
		900,558
		10,593,110

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CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

TOTAL ASSETS LESS CURRENT LIABILITIES NON-CURRENT LIABILITIES Bank and other borrowings Derivative fnancial instrument Lease liabilities Provisions Total non-current liabilities NET ASSETS EQUITY Equity attributable to shareholders of the Company Issued capital Reserves Non-controlling interests TOTAL EQUITY	30 June 202031 December 2019 Unaudited Audited HK$’000 HK$’000 10,625,610 10,593,110 4,672,720 3,900,000 1,867 — 65,073 69,075 431,447 431,286 5,171,107 4,400,361 5,454,503 6,192,749 392,886 392,886 5,127,217 5,860,503 5,520,103 6,253,389 (65,600) (60,640) 5,454,503 6,192,749

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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 2019.

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 2019, except for the adoption of new and revised standards with effect from 1 January 2020 as detailed in note 2 below.

These Financial Statements were approved and authorised for issue by the Board on 24 July 2020.

2. CHANGES IN ACCOUNTING POLICIES 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.

Amendments to HKFRS 3 Definition of a Business Amendments to HKFRS 9, Interest Rate Benchmark Reform HKAS 39 and HKFRS 7 Amendments to HKAS 1 and HKAS 8 Definition of Material

Several amendments have been adopted for the first time in 2020, but do not have an impact on the Financial Statements of the Group.

3. 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 (“ PAS 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, and vehicle and industrial batteries and tyres into 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/(loss) 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.

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3. OPERATING SEGMENT INFORMATION (continued)

Segment assets exclude investments in associates, investment in a joint venture, deferred tax assets, pledged deposit, 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, lease liabilities, and other unallocated head office and corporate liabilities as these liabilities are managed on a group basis.

Six months ended 30 June Unaudited HK$’000 2020 Segment revenue: Sales to external customers Other income Segment results Reconciliation : Interest income and unallocated gains Unallocated expenses Unallocated fnance costs Share of proft/(loss) of: Associates A joint venture Loss before tax 2019 Segment revenue: Sales to external customers Other income Segment results Reconciliation : Interest income and unallocated gains Unallocated expenses Unallocated fnance costs Share of proft of: Associates A joint venture Proft before tax	Aluminium smelting 387,595 1,958 389,553 (84,077) 575,651 41,083 616,734 (43,415)	Coal 220,333 33,275 253,608 (25,268) 318,475 — 318,475 9,203	Import and export of commodities 329,082 2,543 331,625 3,773 430,412 14,586 444,998 29,914	Crude oil 298,639 6,128 304,767 17,788 503,825 1,761 505,586 172,096	Total 1,235,649 43,904 1,279,553 (87,784) 15,793 (66,302) (88,325) 71,296 (266,100) (421,422) 1,828,363 57,430 1,885,793 167,798 24,089 (131,262) (151,389) 194,132 277,809 381,177

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3. OPERATING SEGMENT INFORMATION (continued)

HK$’000 Segment assets 30 June 2020 (unaudited) 31 December 2019 (audited) Segment liabilities 30 June 2020 (unaudited) 31 December 2019 (audited) 4. OTHER INCOME AND GAINS	Aluminium smelting 342,799 652,781 326,538 331,090	Coal 640,075 660,199 245,997 244,435	Import and export of commodities 369,067 402,435 37,872 81,195	Crude oil 2,765,444 2,929,121 391,679 478,560	Total 4,117,385
					4,644,536
					1,002,086
					1,135,280

An analysis of the Group’s other income and gains is as follows:

Interest income Handling service fees Sale of scrap Reversal of impairment of trade receivables Reversal of provision for long term employee benefts Reversal of provision for abandonment cost Reversal of provision for impairment of inventories Insurance claim Gain on disposal of items of property, plant and equipment Gain on disposal of other assets Gain on deregistration of a subsidiary Fair value gain on derivative fnancial instruments Others 5. FINANCE COSTS An analysis of fnance costs is as follows: Interest expense on bank and other borrowings Interest expense on lease liabilities Total interest expense on fnancial liabilities not at fair value through proft or loss Other fnance charges: Increase in discounted amounts of provisions arising from the passage of time	2020 HK$’000 10,235 2,364 1,418 — 1,633 2,830 410 — 419 15,305 18,163 1,984 4,936 59,697 2020 HK$’000 78,160 1,740 79,900 8,425 88,325	2019 HK$’000 20,892 1,996 1,536 12,409 — — — 22,815 — — — 17,065 4,806
		81,519
		2019 HK$’000 135,600 1,848
		137,448 13,941
		151,389

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6. PROFIT/(LOSS) BEFORE TAX

The Group’s profit/(loss) before tax is arrived at after charging/(crediting):

	2020	2019
	HK$’000	HK$’000
Depreciation of property, plant and equipment	174,046	192,557
Depreciation of right-of-use assets	15,148	15,747
Amortisation of other assets	5,424	2,376
Loss/(gain) on disposal of items of property, plant and equipment, net	(419)	319
Gain on disposal of other assets	(15,305)	—
Gain on deregistration of a subsidiary	(18,163)	—
Fair value loss on derivative fnancial instruments *	16,700	—
Exchange losses, net *	1,104	11,080

• These amounts were included in “Other expenses, net” in the condensed consolidated income statement.

7. INCOME TAX EXPENSE

Current – Hong Kong Current – Elsewhere Charge for the period Underprovision/(overprovision) in prior periods Total tax expense for the period	2020 HK$’000 — 8,631 (1) 8,630	2019 HK$’000 — 74 8
		82

The statutory rate of Hong Kong profits tax was 16.5% (2019: 16.5%) on the estimated assessable profits arising in Hong Kong. No provision for Hong Kong profits tax was made as the Group had no assessable profits arising in Hong Kong during the Period (2019: Nil).

Taxes on profits assessable elsewhere were calculated at the rates of tax prevailing in the jurisdictions in which the Group operates.

Australia: The Group’s subsidiaries incorporated in Australia were subject to Australian income tax at a rate of 30% (2019: 30%).

Indonesia: The corporate tax rate applicable to the subsidiary which is operating in Indonesia was 22% (2019: 30%). The Group’s subsidiary owning a participating interest in the oil and gas properties in Indonesia was subject to branch tax at the effective tax rate of 15.6% (2019: 14%).

China: The Group’s subsidiaries registered in China were subject to corporate income tax at a rate of 25% (2019: 25%).

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.

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8. EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF THE COMPANY

The calculation of the basic loss per share amount was based on the loss for the Period attributable to ordinary shareholders of the Company of HK$430,809,000 (2019: a profit of HK$362,051,000) and the weighted average number of ordinary shares in issue during the Period, which was 7,857,727,149 (2019: 7,857,727,149) shares.

The Group had no potentially dilutive ordinary shares in issue during the Period and for the six months ended 30 June 2019.

9. DIVIDEND

The Board has resolved not to pay an interim dividend for the Period (2019: Nil).

10. TRADE RECEIVABLES

An ageing analysis of the trade receivables, based on the invoice date and net of loss allowance, is as follows:

Within one month One to two months Two to three months Over three months	30 June 2020 Unaudited HK$’000 140,405 54,984 43,387 97,556 336,332	31 December 2019 Audited HK$’000 176,531 59,468 39,981 98,823
		374,803

The Group normally offers credit terms of 30 to 120 days to its established customers.

11. ACCOUNTS PAYABLE

An ageing analysis of the accounts payable, based on the invoice date, is as follows:

Within one month One to three months Over three months	30 June 2020 Unaudited HK$’000 82,337 — 75 82,412	31 December 2019 Audited HK$’000 135,370 — 1,150
		136,520

The accounts payable are non-interest-bearing and are normally settled on terms of 30 to 90 days.

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BUSINESS REVIEW AND OUTLOOK

Review

Since the beginning of 2020, economic activities around the globe have contracted abruptly is a result of the rapid spread of the COVID-19 pandemic. International prices of bulk commodities have plummeted, leading to great uncertainty in their business prospects. The prices of those bulk commodities related to the Company’s major businesses (crude oil, aluminium smelting and coal) declined sharply year-on-year. At the beginning of the year, crude oil prices fell to historical lows of the last two decades after a “one-two punch” of the COVID-19 outbreak followed by the oil price war led by Saudi Arabia and Russia. However, since May, the Organization of the Petroleum Exporting Countries has begun to implement large-scale production cuts, while the COVID-19 pandemic has shown signs of subsiding in some parts of the world. As a result, supply and demand in the market have gradually returned to equilibrium, with oil prices bouncing back to over US$40 per barrel. During the first half of the year, Brent crude oil prices averaged US$39.8 per barrel, which represented a drop of 40.0% year-on-year.

During the Period, both aluminium smelting, and coal segments recorded a loss. While the segment results of both crude oil and import and export of commodities recorded a profit, they decreased significantly compared with the same period last year. During the Period, the Group recorded a loss attributable to shareholders of HK$430.8 million.

Crude oil

In the face of a harsh and turbulent market environment, the Group fully optimized and adjusted its workload, shrank capital investment and operating costs and reduced cash outflow to ensure the survival and development of the Company’s crude oil business. In order to cope with low oil prices, the Group activated emergency plans and worked hard on several fronts, including reduction of operating costs using technology, reduction of procurement and service costs, as well as optimization of the crude oil sales mechanism. The Group strived to reduce production costs and improve income, with the aim of retaining more cash to tackle future challenges. Moreover, while maintaining relatively stable production, the Group optimized, suspended, and/or postponed the drilling of new wells so that decisions on capital investments would be made on a more scientific and reasonable basis.

During the Period, the production of the Karazhanbas oilfield decreased by 5.7% due to the hits from both production limit imposed by government and the pandemic. The production of the Yuedong oilfield decreased by 6.5% compared with the same period of last year, as a result of postponing the drilling of new wells during pandemic and the natural decline of existing wells. Seram block in Indonesia also postponed the drilling of some new wells compared to original plan. Together with the impact of natural decline of existing wells, its production decreased by 3.2% compared with the same period last year. During the first half of the year, the Group’s overall average daily production was 45,780 barrels (100% basis), a decrease of 3,030 barrels (100% basis) from the same period in 2019.

In terms of results, a drop in crude oil prices and sales volume led to a share of loss of the Karazhanbas oilfield compared to a share of profit in the comparable period. The Yuedong oilfield postponed the sale of its crude oil when oil prices were low. Its segment result thus decreased sharply compared with the same period last year, but still maintained profitable. The Seram block in Indonesia sold its crude oil when oil prices were high in January and recorded a profit for its segment result. There were no crude oil sales in the same period last year.

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In the second half of the year, the pandemic is expected to continue to suppress market demand, but the measures to limit production adopted by major oil-producing countries will support crude oil prices. It is expected that international oil prices will hover between US$40 and US$50 per barrel.

The annual production of the Group’s Yuedong oilfield and Seram block in Indonesia are estimated to be 2,752,000 barrels (100% basis) and 650,000 barrels (100% basis) respectively. But due to the production limit imposed by government, the annual production of the Karazhanbas oilfield is estimated to be 12,926,000 barrels (100% basis). So total production in 2020 is estimated to be lower than that in 2019.

Metals

The metal market was sluggish due to the impact of the pandemic. During the Period, the sales volume and selling prices of the products of the PAS declined. Though the cost of raw materials decreased, such decrease was not enough to offset the effect of the drop in selling prices. The segment results of the PAS recorded an increase in loss compared with the same period last year.

During the Period, the Group’s share of profit in AWC using the equity method decreased significantly compared with the same period in 2019 due to drop in alumina prices.

During the Period, due to the pandemic, the average selling prices of manganese ore and manganese products in China fell, which had a significant adverse impact on the operation of the manganese industry. As a result, the operating result of CDH decreased compared with the same period of last year. Such a decrease, coupled with CDH’s one-off extraordinary non-cash loss arising from the deemed disposal of its equity interest in an associate, and then offset against gain on bargain purchase arising from the further acquisition of equity interests in a joint venture, led to the Group’s share of loss of CDH during the Period.

Coal

The sales prices and sales volume of the coal segment dropped significantly compared with the same period last year due to market factors. This, together with an increase in the cost of sales per tonne resulting from a higher stripping ratio, led to a significant decrease in the results of this segment during the period when compared with the same period last year.

Import and export of commodities

During the Period, the Group’s segment of import and export of commodities was affected by macro environmental factors, with a sharp decline in both its sales volume and selling prices. In addition, the depreciation of the Australian dollar against the US$ led to a contraction in the gross profit of import and export business. Consequently, the results of this segment decreased significantly compared with the same period last year.

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Outlook

Currently, the spread of the pandemic around the globe is yet to slow down. The Group’s oilfields have formulated plans and guidelines for the prevention and control of the pandemic according to their own needs. A policy of “external sealing-off and internal separation” was adopted at the Karazhanbas oilfield, where contingency plans to be executed under different circumstances involving quarantine measures, replenishment of supplies and production arrangements have been drawn up. “Closed-circuit management” has been implemented at the Seram block in Indonesia, and its Jakarta office has adopted the “working from home” policy in accordance with the largescale social restrictions imposed by the Indonesian government. In the second half of 2020, the prevention and control of the pandemic remain the priority of the Group’s operation. We will use all our resources to safeguard the health and safety of our employees, strive to overcome the impact of the pandemic, ensure stable production and smooth operation, and do everything we can to contribute to the pandemic prevention in those communities where ours project are located.

Looking ahead, with the steady implementation of Organization of the Petroleum Exporting Countries and its allies’ plan to cut production and the gradual lifting of lockdown around the world, it is expected that the economy will gradually recover in the second half of the year, but the market outlook remains largely uncertain. The Group will adjust its work plans in respond to changes in the external environment and international oil price trends. We will also implement more stringent cost control, adopt a more prudent approach to investment decision-making and cash flow management and endeavour to achieve its production and operation goals as well as mid-term and long-term sustainable development goals. Our determination to overcome all hurdles and obstacles will keep us marching forward.

LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE

Cash

As at 30 June 2020, the Group maintained strong liquidity with undrawn bank facilities of HK$3,042.3 million and had cash and cash equivalents of HK$1,154.0 million.

During the Period, the prepayment of the A Loan (as defined below) totaling US$40.0 million (HK$312.0 million) was made prior to the final maturity date of the facility on 15 May 2020.

Borrowings

As at 30 June 2020, the Group had total debt of HK$4,901.6 million, which comprised:

• unsecured bank borrowings of HK$911.1 million;

• unsecured other borrowing of HK$3,900.0 million; and

• lease liabilities HK$90.5 million.

Most of the transactions of the Group’s import and export of commodities business are debt funded. However, in contrast to term loans, these borrowings are self liquidating, transaction specific and of short durations, and matching the terms of the underlying transaction. When sale proceeds are received at the completion of a transaction, the related borrowings are repaid accordingly.

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In May 2017, the Company entered into a facility agreement with a bank in respect of an unsecured 3-year term loan facility of US$40.0 million (HK$312.0 million) (the “ A Loan ”). During the Period, the A Loan was fully prepaid in April 2020 by a drawdown of the C Loan (as defined below).

In June 2017, a wholly-owned subsidiary of the Company entered into a facility agreement with a subsidiary of CITIC Limited (a substantial shareholder of the Company) in respect of an unsecured 5-year term loan facility of US$500.0 million (HK$3,900.0 million) (the “ B Loan ”). The proceeds of the B Loan were used mainly to finance the repayment of a term loan of US$490.0 million (HK$3,822.0 million) signed in June 2015. As at 30 June 2020, the outstanding balance was US$500.0 million (HK$3,900.0 million).

In December 2019, the Company entered into an unsecured 4-year of committed US$200.0 million (HK$1,560.0 million) credit facility agreement composing of US$100.0 million term loan and US$100.0 million revolving loan in form of a self-arranged club loan with 5 financial institutions (the “ C Loan ”) commencing from 31 December 2019. The purpose of the C Loan will be financing existing indebtedness and/or general corporate funding requirement to support the operation and growth of the business of the Group. As at 30 June 2020, the outstanding balance was US$100.0 million (HK$780.0 million).

The Group leases certain plant and machinery for its aluminium and coal mine operations under finance leases. The lease liabilities arising from these finance leases as at 30 June 2020 were HK$7.3 million.

As at 30 June 2020, the Group’s net debt to net total capital was 40.4% (31 December 2019: 36.2%). Of the Group’s total debt, HK$163.8 million was repayable within one year, including trade finance and lease liabilities.

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, embedded derivatives and electricity hedge agreements. 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.

New Investment

There was no new investment concluded during the Period.

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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 2020, the Group had 233 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.

DIVIDEND

The Board does not recommend the payment of any interim dividend for the Period (six months ended 30 June 2019: Nil).

CORPORATE GOVERNANCE CODE

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 (the “ CG Code ”) as set out in Appendix 14 to the Listing Rules throughout the Period, save and except for the deviation from code provision A.5.5.

Under code provision A.5.5 of the CG Code, where the board proposes a resolution to elect an individual as an independent non-executive director at a general meeting, it should set out in the explanatory statement accompanying the notice of the relevant general meeting the reasons for the board believes the proposed independent non-executive director would still be able to devote sufficient time to the board if he will be holding his seventh (or more) listed company directorship. It was an inadvertent omission that such reason was not disclosed in the circular of the Company dated 2 April 2020 in which it set out that Mr. Fan Ren Da, Anthony (“ Mr. Fan ”) is holding his seventh (or more) listed company directorship, was proposed to be re-elected at the Company’s annual general meeting for 2020. Subsequently, the Company made a supplemental announcement on 12 May 2020 disclosing the reasons that notwithstanding Mr. Fan has served as directors for more than seven listed companies, he has maintained his profession in various directorships of listed companies he served, has actively participated in the Board meetings and various committees held by the Company in the past, and so his time committed for his Director’s duties is not affected. The Board unanimous agreed that Mr. Fan has devoted sufficient time to perform his Director’s duties.

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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 senior management of the Company.

By Order of the Board CITIC Resources Holdings Limited Sun Yufeng Chairman

Hong Kong, 24 July 2020

As at the date hereof, Mr. Sun Yufeng; Mr. Suo Zhengang and Mr. Sun Yang are executive directors of the Company, Mr. Chan Kin is a non-executive director of the Company, and Mr. Fan Ren Da, Anthony; Mr. Gao Pei Ji and Mr. Look Andrew are independent non-executive directors of the Company.

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