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: 111)

DISCLOSEABLE TRANSACTIONS -

DISPOSALS OF NOTES

THE DISPOSALS

The Board announces that up to 28 July 2020, the Company has disposed of (i) the Haohua Notes in an aggregate principal amount of US$4.3 million (equivalent to approximately HK$33.54 million) at a total consideration of approximately US$4.40 million (equivalent to approximately HK$34.32 million); (ii) the OCT Notes in an aggregate principal amount of US$1.8 million (equivalent to approximately HK$14.04 million) at a total consideration of approximately US$1.80 million (equivalent to approximately HK$14.04 million); (iii) the Huarong Notes in an aggregate principal amount of US$4 million (equivalent to approximately HK$31.2 million) at a total consideration of approximately US$4.08 million (equivalent to approximately HK$31.82 million); and (iv) the Greentown Notes in an aggregate principal amount of US$2.5 million (equivalent to approximately HK$19.5 million) at a total consideration of approximately US$2.70 million (equivalent to approximately HK$21.06 million) on the open market through the Company's security brokers (which are and whose beneficial owners are Independent Third Parties. The total consideration of the Disposals is approximately US$12.98 million (equivalent to approximately HK$101.24 million).

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios (as defined under the Listing Rules) in respect of each of the Disposals exceeds 5% but is less than 25%, each of the Disposals constitute a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

As the Notes are issued by different issuers which to the best of the information, knowledge and belief of the Company upon making such reasonable enquiries, are not related to each other, the Disposals shall not be aggregated.

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THE DISPOSALS

The Board announces that up to 28 July 2020, the Company has disposed of (i) the Haohua Notes in an aggregate principal amount of US$4.3 million (equivalent to approximately HK$33.54 million) at a total consideration of approximately US$4.40 million (equivalent to approximately HK$34.32 million); (ii) the OCT Notes in an aggregate principal amount of US$1.8 million (equivalent to approximately HK$14.04 million) at a total consideration of approximately US$1.80 million (equivalent to approximately HK$14.04 million); (iii) the Huarong Notes in an aggregate principal amount of US$4 million (equivalent to approximately HK$31.2 million) at a total consideration of approximately US$4.08 million (equivalent to approximately HK$31.82 million); and (iv) the Greentown Notes in an aggregate principal amount of US$2.5 million (equivalent to approximately HK$19.5 million) at a total consideration of approximately US$2.70 million (equivalent to approximately HK$21.06 million) on the open market. The total consideration of the Disposals is approximately US$12.98 million (equivalent to approximately HK$101.24 million).

As the Disposals were made through the Company's security brokers (which are and whose beneficial owners are Independent Third Parties) and conducted on the open market, the identities of the purchasers of the Notes cannot be ascertained. To the best knowledge, information and belief of the Directors and having made all reasonable enquiries, none of the connected persons of the Company nor their associates have purchased the Notes which were being disposed of by the Company under the Disposals.

Assets disposed of

The subject matter of the Disposals is the Haohua Notes in the aggregate principal amount of US$4.3 million, the OCT Notes in the aggregate principal amount of US$1.8 million, the Huarong Notes in the aggregate principal amount of US$4 million, and the Greentown Notes in the aggregate principal amount of US$2.5 million held by the Company. The Notes were acquired by the Company on the open market and held for investment purpose.

According to the public information available to the Directors:

The Haohua Notes

The Haohua Notes were issued by CNRC Capitale Limited which is a company incorporated in the British Virgin Islands. It is a subsidiary of China National Chemical Corporation Ltd., a state-owned limited company incorporated in the PRC. The Haohua Notes were listed and traded on Singapore Exchange Securities Trading Limited.

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The OCT Notes

The OCT Notes were issued by Overseas Chinese Town (Asia) Holdings Limited which is a company incorporated in the Cayman Islands. It is a subsidiary of Shenzhen Overseas Chinese Town Co., Ltd., a joint stock company incorporated in the PRC, the shares of which are listed on the Shenzhen Stock Exchange (stock code: 000069). The OCT Notes were listed and traded on the Stock Exchange.

The Huarong Notes

The Huarong Notes were issued by Huarong Finance 2017 Co., Ltd. which is a company incorporated in the British Virgin Islands. It is a subsidiary of China Huarong Asset Management Co., Ltd., a joint stock company incorporated in the PRC, the shares of which are listed on the Main Board of the Stock Exchange (stock code: 2799). The Huarong Notes were listed and traded on the Stock Exchange.

The Greentown Notes

The Greentown Notes were issued by Champion Sincerity Holdings Ltd which is a company incorporated in British Virgin Islands. It is a subsidiary of Greentown China Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange (stock code: 3900). The Greentown Notes were listed and traded on the Stock Exchange.

Consideration

The consideration of the Disposals is based on the trading price of the Notes on the open market. The Company has disposed of (i) the Haohua Notes in an aggregate principal amount of US$4.3 million (equivalent to approximately HK$33.54 million) at a total consideration of approximately US$4.40 million (equivalent to approximately HK$34.32 million); (ii) the OCT Notes in an aggregate principal amount of US$1.8 million (equivalent to approximately HK$14.04 million) at a total consideration of approximately US$1.80 million (equivalent to approximately HK$14.04 million); (iii) the Huarong Notes in an aggregate principal amount of US$4 million (equivalent to approximately HK$31.2 million) at a total consideration of approximately US$4.08 million (equivalent to approximately HK$31.82 million); and (iv) the Greentown Notes in an aggregate principal amount of US$2.5 million (equivalent to approximately HK$19.5 million) at a total consideration of approximately US$2.70 million (equivalent to approximately HK$21.06 million). The total consideration of the Disposals is approximately US$12.98 million (equivalent to approximately HK$101.24 million).

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REASONS FOR AND BENEFITS OF THE DISPOSALS

The Group is principally engaged in the provision of corporate finance advisory services, asset management, securities brokering, commodities and futures brokering, financial planning and insurance brokering.

The Company acquired the Notes for investment purpose. Taking into account the recent performance of the price of the Notes, the Board considers that the Disposals represent a good opportunity for the Group to exit this investment in the Notes. Taking into account the financial effect of the Disposals as disclosed in the paragraph headed "Financial Effect of the Disposals" below, the Directors are of the view that the Disposals are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

FINANCIAL EFFECT OF THE DISPOSALS

Taking into account the acquisition cost of the Notes and the proceeds from the Disposals, the unaudited gain arising from each of the Disposals is: an unaudited gain of approximately US$0.38 million (equivalent to approximately HK$2.96 million) for the Haohua Notes, no gain or loss for the OCT Notes, an unaudited gain of approximately US$0.48 million (equivalent to approximately HK$3.74 million) for the Huarong Notes, and an unaudited gain of approximately US$0.02 million (equivalent to approximately HK$0.16 million) for the Greentown Notes. The actual gain as a result of the Disposals to be recorded by the Company is subject to final audit to be performed by the Company's auditors.

INTENDED USE OF PROCEEDS

The Company intends that the aggregate proceeds of the Disposals of approximately US$12.98 million (equivalent to approximately HK$101.24 million) will be applied as the Group's general working capital. The Company may also apply the proceeds for new investment should any suitable investment opportunities arise.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios (as defined under the Listing Rules) in respect of each of the Disposals exceeds 5% but is less than 25%, each of the Disposals constitute a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

As the Notes are issued by different issuers which to the best of the information, knowledge and belief of the Company upon making such reasonable enquiries, are not related to each other, the Disposals shall not be aggregated.

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DEFINITIONS

In this announcement, unless otherwise indicated in the context, the following terms shall have the meanings set out below:

"Board"

the board of Directors

"Company"

Cinda International Holdings Limited, a company

incorporated in Bermuda with limited liability, the

shares of which are listed on the Main Board of the

Stock Exchange (stock code: 111)

"connected person"

has the meaning ascribed to it under the Listing Rules

"Directors"

the directors of the Company

"Disposals"

the disposals of the Notes by the Company on the open

market

"Greentown Notes"

8.125% notes issued by Champion Sincerity Holdings

Ltd, information of which is stated in "Assets disposed

of" section

"Group"

the Company and its subsidiaries from time to time

"Haohua Notes"

3.9% perpetual notes issued by CNRC Capitale Limited,

information of which is stated in "Assets disposed of"

section

"HK$"

Hong Kong Dollars, the lawful currency of Hong Kong

"Hong Kong"

the Hong Kong Special Administrative Region of the

PRC

"Huarong Notes"

(i) 4.5% perpetual notes and (ii) 4% perpetual notes

issued by Huarong Finance 2017 Co., Ltd., information

of which is stated in "Assets disposed of" section

"Independent Third

third party(ies) independent of and not connected with

Party(ies)"

the Company and its connected persons

"Listing Rules"

the Rules Governing the Listing of Securities on the

Stock Exchange

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"Notes"

collectively, the Haohua Notes, the OCT Notes, the

Huarong Notes, and the Greentown Notes

"OCT Notes"

4.5% notes issued by Overseas Chinese Town (Asia)

Holdings Limited, information of which is stated in

"Assets disposed of" section

"PRC"

the People's Republic of China, which, for the purpose

of this announcement, excludes Hong Kong, the Macau

Special Administrative Region of the PRC and Taiwan

"Shareholders"

holders of the shares of the Company

"Stock Exchange"

The Stock Exchange of Hong Kong Limited

"US$"

United States Dollars, the lawful currency of the United

States of America

"%"

per cent.

By order of the Board

Cinda International Holdings Limited

Lau Mun Chung

Executive Director

In this announcement, amounts in US$ are translated into HK$ on the basis of US$1.00

  • HK$7.8. The conversion rate is for illustration purposes only and should not be taken as a representation that US$ could actually be converted into HK$ at such rate or at all.

Hong Kong, 28 July 2020

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As at the date hereof, the Board comprises:

Executive Directors:

Mr. Yu Fan

(Chairman)

Mr. Gong Zhijian

(Deputy Chairman and Chief

Executive Officer)

Mr. Lau Mun Chung (Deputy Chief Executive Officer)

Non-executive Directors:

Mr. Chow Kwok Wai

Mr. Zhang Yi

Independent non-executive

Mr. Hung Muk Ming

Directors:

Mr. Xia Zhidong

Mr. Liu Xiaofeng

Website: http://www.cinda.com.hk

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Cinda International Holdings Limited published this content on 28 July 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 July 2020 11:30:09 UTC