Stock Abbr.: ZJJT, ZJB Stock Code: 000039, 200039 Announcement No.: [CIMC]2012-056
China International Marine Containers (Group) Co., Ltd.
Suggestive Announcement on Progress Regarding Listing
Location Change and Listing & Trading of Domestically Listed
Foreign Shares on Main Market of the Stock Exchange of Hong
Kong Limited through Introduction
China International Marine Containers (Group) Co., Ltd. (hereinafter referred to as
“the Company”) and all members of its Board of Directors hereby ensure that this
announcement is factual, accurate and complete without any false information,
misleading statement or material omission. And the English translation is for
reference only.
Special notes:
1. If the listing committee of the Stock Exchange of Hong Kong (SEHK)
conditionally approves the Company’s application for listing location change and
listing & trading of domestically listed foreign shares on the main market of
SEHK through introduction, the Company will apply to Shenzhen Stock
Exchange for suspending its B-share trading after it receives the official
conditional approval document and discloses relevant information. The trading
day before the suspension, i.e. 29 Nov. 2012, is expected to be the last trading day
for the Company’s B-shares. The last trading day is subject to approval progress
by SEHK and it could be changed. Afterwards, the cash option distribution,
exercise application, clearing and settlement for the B-shares will start. And
trading of the B-shares will stop.
2. When the cash option exercise completes, the Company will apply to Shenzhen
Stock Exchange for removal of its B-shares from the system of SD&C. After it
receives the official approval letter from SEHK for the Company’s H-share
listing, the relevant shares will be listed and traded in the form of H-shares on
the main market of SEHK.
3. There exists significant uncertainty in the said listing and trading applications
of the Company being approved by the listing committee of the Stock Exchange
of Hong Kong. Investors are kindly reminded to pay attention to possible
investment risks.
4. If public shareholding, shareholder layout, etc. cannot meet the listing
requirements of the Listing Rules of SEHK upon completion of the cash option
implementation, which stops the Company from listing and trading on the main
market of SEHK in time, the Company will initiate the preplan and take
proactive, effective measures to make sure that the Company meets the said
listing requirements in all respects.
I. Approval progress
On 30 Aug. 2012, the Company convened the Third Special Shareholders’ General
Meeting for 2012, at which the Proposal on the Plan Regarding Listing Location
Change and Listing & Trading of Domestically Listed Foreign Shares on Main
Market of the Stock Exchange of Hong Kong Limited through Introduction was
reviewed and approved. The Company has submitted to China Securities Regulatory
Commission (CSRC) the application for listing location change and listing & trading
of domestically listed foreign shares on the main market of the Stock Exchange of
Hong Kong Limited through introduction, and received on 24 Oct. 2012 the CSRC
Notice of Accepting the Administrative Permit Application for Review (No. 121896).
The Company submitted on 26 Oct. 2012 to the Stock Exchange of Hong Kong
Limited (SEHK) the A1 Submission regarding listing location change and listing &
trading of domestically listed foreign shares on main market of SEHK through
introduction, and received the SEHK acceptance letter on 31 Oct. 2012.
On 20 Nov. 2012, the Company received from China Securities Regulatory
Commission (CSRC) the Reply on Approving China International Marine Containers
(Group) Co., Ltd. to Go Public on the Main Market of SEHK (Zheng-Jian-Xu-Ke
[2012] No. 1548) for the Company’s application for listing location change and listing
& trading of its domestically listed foreign shares on the main market of the Stock
Exchange of Hong Kong Limited (SEHK) through introduction, which approved the
Company to shift its existing 1,430,480,509 domestically listed foreign shares to
overseas listed foreign shares for listing and trading on the main market of SEHK, as
well as other relevant matters.
On 22 Nov. 2012, SEHK debated the Company’s application for listing and trading on
the main market of SEHK.
II. About the domestic operation guide
On 15 Nov. 2012, the Company received “China International Marine Containers
(Group) Co., Ltd. Change of Place of Listing of Domestic Listed Foreign Shares and
Listing by Way of Introduction on the Main Board of the Stock Exchange of Hong
Kong Limited - Domestic Operation Guide ”(hereinafter referred to as “the
Operation Guide”) and “China International Marine Containers (Group) Co., Ltd.
Change of Place of Listing of Domestic Listed Foreign Shares and Listing by Way of
Introduction on the Main Board of the Stock Exchange of Hong Kong Limited -
Domestic Operation Guide (For Investors Only)”(hereinafter referred to as “the
Operation Guide (For Investors Only)”), which were compiled by the financial
consultant Guotai Junan Securities Co., Ltd..
Investors can ask for the hard copy of the Operation Guide (For Investors Only) at
China International Marine Containers (Group) Co., Ltd., the financial consultant
Guotai Junan Securities Co., Ltd. and the operating divisions of securities companies
as custodians of CIMC B-shares; and for the online version, at www.cimc.com (the
Company’s website) , www.gtja.com and www.cninfo.com.cn.
III. Schedule for the debate of SEHK & share trading suspension and suspension
removal
On 22 Nov. 2012, the listing committee of SEHK debated the listing application,
reviewing the application for listing location change and listing & trading of
domestically listed foreign shares on the main market of SEHK through introduction.
The Board of Directors of the Company will disclose review results in time as the
debate proceeds. In order to ensure that investors have full rights to trade the
Company’s B-shares before its removal from the system of SD&C, upon the
application of the Company, trading of its A-shares and B-shares will not be
suspended during the debate period. For relevant information, please refer to China
International Marine Containers (Group) Co., Ltd.—Suggestive Announcement on the
Progress Regarding Listing Location Change and Listing & Trading of Domestically
Listed Foreign Shares on Main Market of the Stock Exchange of Hong Kong Limited
through Introduction disclosed on www.cimc.com (the Company’s website) and
www.cninfo.com.cn on 19 Nov. 2012.
IV. Arrangements for implementation of the cash option plan
The Company will provide, by means of application via the trading system of
Shenzhen Stock Exchange or manual application, B-share cash option application and
exercise services for all its B-share holders other than China Merchants (CIMC)
Investment Limited, COSCO Container Industries Limited and its related enterprise
Long Honour Investments Limited. For relevant information, please refer to China
International Marine Containers (Group) Co., Ltd.—Suggestive Announcement on the
B-share Cash Option Implementation Plan Regarding Listing Location Change and
Listing & Trading of Domestically Listed Foreign Shares on Main Market of the
Stock Exchange of Hong Kong Limited through Introduction disclosed on
www.cimc.com (the Company’s website) and www.cninfo.com.cn on 19 Nov. 2012.
This announcement does not yet include the specific date for exercising cash options
and some other information. As the event proceeds, the Company will announce the
specific date for exercising cash options and some other information in time. Investors
are kindly reminded to pay attention to possible investment risks.
And the Board of Directors of the Company will perform its duty of information
disclosure in a timely manner as the said event proceeds.
Board of Directors
China International Marine Containers (Group) Co., Ltd.
27 November 2012
