The Stock Exchange of Hong Kong Limited

編號
Ref. No.:
日期
Date:
CD/DNS/CCASS/104/2014
22 May 2014
香港中央結算有限公司
(香港交易及結算所有限公司全資附屬公司)
Hong Kong Securities Clearing Company Limited
(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)
通告 CIRCULAR
事項
Subject:
查詢
Enquiry:
China Merchants Holdings (International) Company Limited (the “Company”)
(Stock Code: 144)
- Open Offer of Unlisted Mandatory Convertible Securities on the basis of 1 unit of
Unlisted Mandatory Convertible Securities for every 5 Ordinary Shares held on the
Record Date at Subscription Price of HKD30.26 per unit
Hotline 2979 7111
Pursuant to the Company’s Prospectus of 21 May 2014 (“Prospectus”), Qualifying Shareholders
are entitled to apply for the Offered Mandatory Convertible Securities (“MCS”) at HK$30.26
per unit on the basis of 1 unit of Offered MCS for every 5 Ordinary Shares held on the Record
Date.
Capitalized terms used herein shall have the same meanings set out in the Prospectus unless the
context requires otherwise.
No application will be made for the listing of the MCS on the Stock Exchange or any other stock
exchanges. Accordingly, the MCS will not be admitted into CCASS as eligible securities for
deposit, clearance or settlement . HKSCC will not provide any nominee services in respect of the
MCS.
Subscription of the Open Offer through HKSCC
CCASS Participants ("Participants") are advised to note the followings when applying for the
Offered MCS under the Open Offer through CCASS: Two announcements have been maintained in CCASS under the temporary stock code: 44021 as
below:
“RS” Announcement no. A00184835 – subscription of MCS (Assured Entitlement);
“ER” Announcement no. A00184836 – excess application of MCS
Participants should note that the number of excess MCS allocated to them by HKSCC may be
different from that the Company allocated to Qualifying Shareholders who apply for the excess
applications in their own names.
Participants who wish to apply for the Offered MCS are reminded to input and authorize their
instructions via CCASS Terminal before 11:00 a.m. of 5 June 2014.
香 港 中 環 港 景 街 一 號 國 際 金 融 中 心 一 期 1 2 樓
12/F, One International Finance Centre, 1 Harbour View Street, Central, Hong Kong
電話 Tel: + 8202 22022 1122 傳真 Fax: +8202 22920 3106 網址 Website: www.hkex.com.hk 電郵 E-mail: [email protected]
Issuance of Share Certificates of MCS
Assured Entitlement
-
For Participants who wish to apply for MCS under Rights Subscription (“RS”) Announcement
numbered A00184835 and receive the relevant MCS certificates in various denominations on
behalf of their clients are required to complete and submit a duly signed prescribed Form of
Denomination Request (in original) (Appendix 1) together with the Denomination List (in
MS Excel File Format) (Appendix 2) to HKSCC at Units 2505-06, 25/F, Infinitus Plaza, 199
Des Voeux Road Central, Hong Kong not later than 3:00 p.m. of 5 June 2014.
-
If Participants do not return the abovementioned documents to HKSCC before the stipulated
deadline, one MCS certificate representing the receivable quantity of each RS subscription
instruction submitted by Participants will be issued.
Excess Application
-
For Participants who wish to apply for the Excess MCS under the Excess Rights (“ER”)
Announcement numbered A00184836 are advised to input one excess application instruction for
each corresponding instruction of their clients.
-
One MCS certificate representing the successfully allotted quantity of each excess application
instruction submitted by Participants will be issued.
MCS certificates will be issued in the name of “HKSCC Nominees Limited”. Participants are
obliged to withdraw all MCS certificates before the time-limit set by HKSCC. Separate
broadcast message will be issued via CCASS terminal when the MCS certificates are ready for
withdrawal.
Participants are also advised to remind their clients to re-register the MCS into their own names
immediately in order to receive the issuer’s announcements, exercise the conversion rights
and/or receive distributions (if any). The share registrar and transfer office for the MCS is
Computershare Hong Kong Investor Services Limited.
For details of the Open Offer and the terms of the MCS, Participants should refer to the
Prospectus and other relevant announcements posted on HKExnews website
(http://www.hkexnews.hk).
Grace Tong
Vice President
Depository and Nominee Services
Appendix 1
Form of Denomination Request ("Request Form")
Date: _______________
This Request Form (in original) together with the Denomination List (in MS Excel File Format)
should be completed and returned to HKSCC not later than 3:00 p.m. of 5 June 2014
Our Ref: A00184835
(BY HAND)
Depository and Nominee Services
Hong Kong Securities Clearing Company Limited (“HKSCC”)
Units 2505-06, 25/F, Infinitus Plaza,
199 Des Voeux Road Central,
Hong Kong
Dear Sir/Madam,
Re:
China Merchants Holdings (International) Company Limited (the “Company”) (Stock Code:
144) Open Offer of Offered Mandatory Convertible Securities for every 5 shares held on the
Record Date
Pursuant to the Company's prospectus dated 21 May 2014, we authorize HKSCC to arrange with the share
registrar of the Company to issue the certificate(s) of the Mandatory Convertible Securities in accordance
with the denomination details saved in the MS-EXCEL file in one of the following means: in the enclosed CD-ROM; OR
sent to [email protected] via ICLNET
Denomination details in the MS-EXCEL file
File Name
(Participant ID e.g. B01234_44020)
Total Number of Mandatory
Convertible Securities Certificate(s)
Total Quantity of Mandatory
Convertible Securities(units)
We understand that the Mandatory Convertible Securities are not eligible securities in CCASS and we
will arrange to withdraw the Mandatory Convertible Securities certificate(s) from CCASS Depository
upon distribution.
Name of Participant: _________________________
Participant ID:
_________________________
Contact Person:
_________________________
Telephone No.:
_________________________
________________________________________
Authorized Signatory (ies) of Participant
(with Company Chop)
Note: Activities under CCASS are subject to the General Rules of CCASS and Operational Procedures in effect.