17 Mar 2016 15:48
ZHEJIANG EXPRESSWAY CO LD - Proposed Issue of Super Short-Term Commercial PaperZHEJIANG EXPRESSWAY CO LD - Proposed Issue of Super Short-Term Commercial Paper
PR Newswire
London, March 17
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.
ZHEJIANG EXPRESSWAY CO., LTD.(A joint stock limited company incorporated in the People's Republic of China with limited liability)(Stock code: 0576)
PROPOSED ISSUE OF SUPER SHORT-TERM COMMERCIAL PAPER
This announcement is made pursuant to Rule 13.09 of the Listing Rules and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
The Company hereby announces that on 17 March 2016, the Board has approved and resolved to submit to the Shareholders at the forthcoming AGM to consider, and if thought fit, approve the offer and issuance of the Super Short-Term Commercial Paper in the PRC.
Pursuant to the Company Law in the PRC and the articles of association of the Company, the issuance of the Super Short-Term Commercial Paper is subject to the approval of the Shareholders at general meeting and approval by the National Association of Financial Market Institutional Investors.
A circular containing, amongst other things, details of the proposal issuance of the Super Short-Term Commercial Paper, together with the notice of the AGM, will be despatched to the Shareholders as soon as practicable.
PROPOSAL IN RELATION TO THE ISSUANCE OF SUPER SHORT-TERM COMMERCIAL PAPER
| Issue size: | Not more than RMB1.5 billion | |
| Term: | Not more than 270 days from the date of issue | |
| Manner of issue: | One-time registration with the relevant authorities but the Super Short-Term Commercial Paper will be issued in tranches | |
| Interest rate: | Prevailing market rate of super short-term commercial papers of similar maturity | |
| Use of Proceeds: | To repay the borrowings of the Group and replenish working capital of the Group |
It is proposed that the general manager of the Company shall be authorised, for a period of 30 months from the date when this special resolution is approved by the Shareholders at the AGM, to determine in her absolute discretion and deal with matters in relation to the Super Short-Term Commercial Paper Issue, including but not limited to the following:
| (a) | to determine, to the extent permitted by laws and regulations and according to theCompany's specific circumstances and the prevailing market conditions, the specific terms and arrangements of the Super Short-Term Commercial Paper Issue and make any changes and adjustments to such types and terms of the Super Short-Term Commercial Paper Issue, including but not limited to, the types of issue, time of issue, manner of issue, size of issue, issue price, term of maturity, interest rates, tranches and any other matters in relation to the Super Short-Term Commercial Paper Issue; |
| (b) | to appoint the relevant intermediaries in connection with the Super Short-Term Commercial Paper Issue and to deal with filing and submission matters; |
| (c) | to enter into agreements, contracts and other legal documents relating to the Super Short-Term Commercial Paper Issue, and to disclose relevant information in accordance with the applicable laws and regulations; and |
| (d) | to deal with any other the matters in relation to the Super Short-Term Commercial Paper Issue. |
REASONS FOR AND BENEFITS OF ISSUING OF SUPER SHORT-TERM COMMERCIAL PAPERThe Directors are of the view that the proposed Super Short-Term Commercial Paper Issue will enable the Company to fully utilise the financing channels available on the capital market, help improve the Company's financing structure, reduce its cost of capital and lower its finance costs. On these bases, the Directors are of the view that the proposed issuance of Super Short-Term Commercial Paper is in the interests of the Company and the Shareholders as a whole.
DEFINITIONSIn this announcement, unless the context specifies otherwise, the following defined expressions have the following meanings:
| "AGM" | the forthcoming annual general meeting of the Company to be held for the purpose of considering, and if thought fit, approving, among other things, the proposed Super Short-Term Commercial Paper Issue | |
| "Board" | the board of Directors | |
| "Company" | Zhejiang Expressway Co., Ltd., a joint stock limited company incorporated in the PRC with limited liability | |
| "Director(s)" | the directors of the Company | |
| "Group" | the Company and its subsidiaries | |
| "Hong Kong" | the Hong Kong Special Administrative Region of the PRC | |
| "Listing Rules" | Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited | |
| "PRC" | the People's Republic of China (for the purpose of this announcement, excludes Hong Kong, Macau and Taiwan) | |
| "RMB" | Renminbi, the lawful currency of the PRC | |
| "Shareholder(s)" | holder(s) of the share(s) of the Company | |
| "Stock Exchange" | The Stock Exchange of Hong Kong Limited | |
| "Super Short-Term Commercial Paper" | the super short-term commercial paper of no more than RMB1.5 billion proposed to be issued by the Company | |
| "Super Short-Term Commercial Paper Issue" | the offer and issuance of the Super Short-Term Commercial Paper | |
| "subsidiary(ies)" | has the meaning ascribed to it under the Listing Rules | |
| * English names for reference only. | ||
On behalf of the Board ZHEJIANG EXPRESSWAY CO., LTD.ZHAN Xiaozhang Chairman
Hangzhou, PRC, 17 March 2016
As of the date of this announcement, the executive directors of the Company are:Mr. ZHAN Xiaozhang, Mr. CHENG Tao and Ms. LUO Jianhu; the non-executive directors of the Company are: Mr. WANG Dongjie, Mr. DAI Benmeng and Mr. ZHOU Jianping; and the independent non-executive directors of the Company are: Mr. ZHOU Jun, Mr. PEI Ker-Wei and Ms. LEE Wai Tsang Rosa.