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Shanghai Able Digital Science&Tech Co., Ltd. — M&A Activity 2026
Jan 16, 2026
50757_rns_2026-01-16_dffa249d-42dc-4223-8d3b-ff178b914dc8.pdf
M&A Activity
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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.

(Incorporated in Bermuda with limited liability) (Stock Code: 1205)
MAJOR TRANSACTION DISPOSAL OF EQUITY INTEREST IN ALCOA AND RESUMPTION OF TRADING
On 14 January 2026 and 15 January 2026 (New York time), CRA, a wholly-owned subsidiary of the Company, disposed of an aggregate of 3,816,582 Alcoa Shares transmuted from 3,816,582 Alcoa CDIs held by the Group (representing approximately 1.45% of the total issued shares in Alcoa) at an average price of US\$64.75 (equivalent to approximately HK\$505.02) per Alcoa Share and the aggregate transactional amount of approximately US\$247 million (equivalent to approximately HK\$1.927 billion) (exclusive of transaction costs) through a number of on-market transactions on NYSE.
LISTING RULES IMPLICATIONS
Pursuant to the Listing Rules, as the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) of the Disposal exceeds 25% but is less than 75%, the Disposal constitutes a major disposal of the Company under Chapter 14 of the Listing Rules and is therefore subject to the reporting, announcement and Shareholders' approval requirements under Chapter 14 of the Listing Rules.
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WRITTEN SHAREHOLDERS' APPROVAL
To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, no Shareholder has any material interest in the Disposal. Thus, if the Company were to convene a general meeting to approve the Disposal, no Shareholder is required to abstain from voting on the resolutions in relation to the Disposal. The Board is pleased to announce that, in relation to written approval in lieu of holding a general meeting in respect of the Disposal, it obtained the shareholders' approval from CITIC Australia Pty Limited and Keentech Group Limited (a closely allied group of shareholders which together hold 4,645,497,697 shares, representing approximately 59.12% of the total issued share capital of the Company as at the date of this announcement).
As the conditions set out in Rule 14.44 of the Listing Rules are satisfied, no general meeting in respect of approving the Disposal will be convened by the Company pursuant to Rule 14.44 of the Listing Rules. A circular in relation to the Disposal and other information required to be disclosed under the Listing Rules will be dispatched to the Shareholders, for information only, on or before 6 February 2026.
RESUMPTION OF TRADING
At the request of the Company, trading in the Shares on the Stock Exchange has been suspended with effect from 9:00 a.m. on 15 January 2026 pending the release of this announcement. Application has been made to the Stock Exchange for the resumption of trading in the Shares on the Stock Exchange with effect from 1:00 p.m. on 16 January 2026.
Reference is made to the announcement of the Company dated 1 August 2024 in respect of the Group's interest in a total of 7,959,806 Alcoa CDIs, representing approximately 3.03% equity interest in Alcoa.
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THE DISPOSAL
On 14 January 2026 and 15 January 2026 (New York time), CRA, a wholly-owned subsidiary of the Company, disposed of an aggregate of 3,816,582 Alcoa Shares transmuted from 3,816,582 Alcoa CDIs held by the Group (representing approximately 1.45% of the total issued shares in Alcoa) at an average price of US\$64.75 (equivalent to approximately HK\$505.02) per Alcoa Share and the aggregate transactional amount of approximately US\$247 million (equivalent to approximately HK\$1.927 billion) (exclusive of transaction costs) through a number of on-market transactions on NYSE.
The consideration represented the value of the Alcoa Shares being disposed of based on the prevailing market price of such Alcoa Shares at the time of the Disposal.
Following the Disposal, CRA holds (i) 1,691,918 Alcoa CDIs and (ii) 2,451,306 Alcoa Shares (representing approximately 1.58% of the total issued shares in Alcoa).
As the Disposal was conducted through sales in the open market on NYSE, the Company is not aware of the identities of the purchaser(s). To the best of the knowledge, information and belief of the Directors, having made all reasonable enquiries, each of the purchaser(s) of the Alcoa Shares under the Disposal and their ultimate beneficial owners are the Independent Third Parties.
REASONS FOR AND BENEFITS OF THE DISPOSAL
Prior to the Disposal, the Group held approximately 3.03% equity interest in Alcoa. Such equity interest in Alcoa has been classified as a financial asset through other comprehensive income of the Group. Taking into account the latest trading price of the Alcoa Shares, and with a view to improve the Group's liquidity and to balance the Group's investment portfolio, the Group considered this as an appropriate opportunity to divest its holdings in Alcoa.
The Disposal was made at prevailing market price. In light of the above, the Directors are of the view that the Disposal is on normal commercial terms, fair and reasonable and in the interests of the Company and the Shareholders as a whole.
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FINANCIAL EFFECTS AND USE OF PROCEEDS OF THE DISPOSAL
Prior to the Disposal, the Group's investment in Alcoa was accounted for as financial assets at fair value through other comprehensive income. According to the requirements of the prevailing accounting standards, any gains or losses arising from changes in fair value of such financial assets are recognised in other comprehensive income instead of in profit or loss. Upon completion of the Disposal, cumulative gain with respect to the Alcoa CDIs disposed of amounted to approximately US\$74.64 million (equivalent to approximately HK\$582.18 million). Such cumulative gain as calculated based on the difference between the disposal price and the original acquisition price was transferred directly to retained earnings and therefore the Disposal did not have a material impact to the Group's profit or loss. The actual amounts above will be subject to the audit of the Group's consolidated financial statements by the Company's auditors.
The Group currently intends to use the proceeds for general working capital of the Group and as reserve funds for potential future investments opportunities as may be identified from time to time.
INFORMATION ON THE COMPANY AND CRA
CRA is a wholly-owned subsidiary of the Company whose principal activity is investment holding.
The Company is an investment holding company mainly engaged in the exploration and sale of natural resources. Along with its subsidiaries, the Company operates its business through four segments. The aluminium smelting segment is engaged in the operation of the Portland aluminium smelter which sources alumina and produces aluminium ingots in Australia. The crude oil segment is engaged in the operation of oilfields and the sale of crude oil in Indonesia and the PRC. The import and export of commodities segment is engaged in the trading of crude oil and oil products around the world. The coal segment is engaged in the operation of coal mines and the sale of coal in Australia.
INFORMATION ON ALCOA
Alcoa is a Delaware corporation listed on the NYSE from 1 November 2016 following its separation from its former parent company, Alcoa Inc. (which then became known as "Arconic Inc.", now known as "Howmet Aerospace Inc."). Alcoa is active in all aspects of the upstream aluminium industry with bauxite mining, alumina refining, and aluminium smelting and casting. Alcoa has direct and indirect ownership of assets in 26 locations across nine countries on six continents.
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Alcoa's operations comprise two reportable business segments: alumina and aluminum. The alumina segment primarily consists of Alcoa's worldwide refining system, including the mining of bauxite, which is then refined into alumina, a compound of aluminum and oxygen that is the raw material used by smelters to produce aluminum metal. The aluminum segment currently consists of Alcoa's worldwide smelting and casthouse system and a portfolio of energy assets in Brazil, Canada and the U.S.
Financial Information of Alcoa
Set out below is a summary of the consolidated financial information of Alcoa for the three years ended 31 December 2024 and nine months ended 30 September 2025, prepared in accordance with the U.S. GAAP:
| For the nine months ended 30 |
||||
|---|---|---|---|---|
| For the year ended 31 December 2022 2023 2024 |
September | |||
| 2025 | ||||
| US\$ | US\$ | US\$ | US\$ | |
| (million) | (million) | (million) | (million) | |
| (audited) | (audited) | (audited) | (unaudited) | |
| Revenue | 12,451 | 10,551 | 11,895 | 9,382 |
| Net Profit/(Loss) before tax | 702 | (584) | 289 | 996 |
| Net Profit/(Loss) after tax | 38 | (773) | 24 | 917 |
| As at 31 December | As at 30 September |
|||
| 2022 | 2023 | 2024 | 2025 | |
| US\$ | US\$ | US\$ | US\$ | |
| (million) | (million) | (million) | (million) | |
| (audited) | (audited) | (audited) | (unaudited) | |
| Net assets | 6,589 | 5,845 | 5,157 | 6,431 |
Please refer to Alcoa's website at https://www.alcoa.com/global/en/home/ for further financial information of Alcoa.
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LISTING RULES IMPLICATIONS
Pursuant to the Listing Rules, as the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) of the Disposal exceeds 25% but is less than 75%, the Disposal constitutes a major disposal of the Company under Chapter 14 of the Listing Rules and is therefore subject to the reporting, announcement and Shareholders' approval requirements under Chapter 14 of the Listing Rules.
WRITTEN SHAREHOLDERS' APPROVAL
To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, no Shareholder has any material interest in the Disposal. Thus, if the Company were to convene a general meeting to approve the Disposal, no Shareholder is required to abstain from voting on the resolutions in relation to the Disposal. The Board is pleased to announce that, in relation to written approval in lieu of holding a general meeting in respect of the Disposal, it obtained the shareholders' approval from CITIC Australia Pty Limited and Keentech Group Limited (a closely allied group of shareholders which together hold 4,645,497,697 shares, representing approximately 59.12% of the total issued share capital of the Company as at the date of this announcement).
As the conditions set out in Rule 14.44 of the Listing Rules are satisfied, no general meeting in respect of approving the Disposal will be convened by the Company pursuant to Rule 14.44 of the Listing Rules. A circular in relation to the Disposal and other information required to be disclosed under the Listing Rules will be dispatched to the Shareholders, for information only, on or before 6 February 2026.
RESUMPTION OF TRADING
At the request of the Company, trading in the Shares on the Stock Exchange has been suspended with effect from 9:00 a.m. on 15 January 2026 pending the release of this announcement. Application has been made to the Stock Exchange for the resumption of trading in the Shares on the Stock Exchange with effect from 1:00 p.m. on 16 January 2026.
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DEFINITIONS
In this announcement, unless the context otherwise requires, the following expressions shall have the following meanings:
"Alcoa CDI" a unit of beneficial ownership in an Alcoa Share registered in
the name of CDN, a wholly-owned subsidiary of the ASX or
held by CDN in the form of beneficial ownership
"Alcoa" Alcoa Corporation, a company incorporated in Delaware and
whose shares are listed on the NYSE
"Alcoa Share" one share of common stock of Alcoa
"ASX" Australian Securities Exchange
"Board" the board of Directors
"CDN" CHESS Depositary Nominees Pty Ltd, a wholly-owned
subsidiary of ASX
"CRA" CITIC Resources Australia Pty Limited, a company
incorporated in the State of Victoria, Australia with limited liability and a wholly-owned subsidiary of the Company
"Company" CITIC Resources Holdings Limited, a company incorporated
in Bermuda with limited liability and whose Shares are listed
on the Main Board of the SEHK (stock code: 1205)
"connected person" has the meaning ascribed to it under the Listing Rules
"Director" the directors of the Company
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"Disposal" the disposal of 3,816,582 Alcoa Shares transmuted from 3,816,582 Alcoa CDIs in aggregate by CRA, at an average price of US\$64.75 (equivalent to approximately HK\$505.02) per Alcoa CDI and the aggregate transactional amount of approximately US\$247 million (equivalent to approximately HK\$1.927 billion) (exclusive of transaction costs) on 14 January 2026 and 15 January 2026 (New York time) in a number of on-market transactions on NYSE
"Group" the Company and its subsidiaries from time to time
"HKD" or "HK\$" Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong" the Hong Kong Special Administrative Region of the PRC
"Independent Third Party(ies)"
any person(s) or company(ies) which, to the best of the Directors' knowledge, information and belief having made all reasonable enquiries, are not connected persons of the Company and are third parties independent of the Company and its connected persons in accordance with the Listing Rules
"Listing Rules" the Rules Governing the Listing of Securities on the SEHK,
as amended from time to time
"NYSE" New York Stock Exchange
"PRC" People's Republic of China, which, for the purpose of this announcement only, excludes Taiwan, the Hong Kong Special Administrative Region of the People's Republic of China and the Macau Special Administrative Region of the
People's Republic of China
"SEHK" The Stock Exchange of Hong Kong Limited
"Shares" ordinary shares of HK\$0.05 each in the share capital of the
Company
"Shareholders" holders of the Shares
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"United States" or "US" or "U.S." the United States of America
"US\$" or "USD" United States dollars, the lawful currency of the United
States
"%" Per cent
In this announcement, unless otherwise specified, the conversion of US\$ into HK\$ was based on the approximate exchange rate of US\$1.00 to HK\$7.8. The exchange rate was adopted for illustration purpose only and does not constitute a representation that any amounts have been, could have been, or may be, exchanged at this rate or any other rate at all.
By Order of the Board of CITIC Resources Holdings Limited Hao Weibao Chairman
Hong Kong, 16 January 2026
As at the date hereof, Mr. Hao Weibao and Mr. Wang Xinli are executive directors of the Company; Mr. Chan Kin is a non-executive director of the Company; and Mr. Look Andrew, Mr. Lu Dequan, Dr. Cai Jin and Prof. Lin Chen are independent non-executive directors of the Company.