CMPort duly passed the resolution of the non-acceptance of mandatory unconditional cash offer from Dalian Port

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Release time:2019-10-28

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CMPort duly passed the resolution of the non-acceptance of mandatory unconditional cash offer from Dalian Port

On 28 October 2019, China Merchants Port Holdings Company Limited (HKSE Code:00144,“CMPort”), held an Extraordinary General Meeting (“EGM”) in Hong Kong, the EGM was hosted by Dr. Bai JingtaoManaging Director of CMPort. Mr. Ge Lefu, Executive Director of CMPort, other Non-Executive Directors as well as representatives of shareholders attended the meeting. Majority of the votes were casted in favor of the two resolutions.

The first resolution was the non-acceptance by the Company of the mandatory unconditional cash offer by China International Capital Corporation Hong Kong Securities Limited on behalf of Broadford Global Limited (“Broadford”)to acquire all the issued H shares in Dalian Port(PDA) Company Limited  (HKSE Code: 2880,“Dalian Port”). The second resolution was that Mr. Ge Lefu be re-elected as an executive director of the Company.

After the EGM,Dr. Bai Jingtao further responded to the media and representatives of shareholders queries,he said,“the major reason for the non-acceptance of mandatory unconditional cash offer from Dalian Port was that China Merchants Group has majority stake control on Liaoning Port Group Company Limited (“Liaoning PG”) with CMPort as the trusteeship. Through the integration and coordination of ports, we will help to reduce the vicious competition of ports in Northeast China. Through the rational allocation and utilization of port resources, we will provide better support for the North-South synergy of CMPort’s port business.

For the first three quarters of 2019, CMPort’s container throughput volume recorded a steady growth of 1.8% to 82.09million TEUs, outperformed the 1.4% growth in the first half of the year. The growth of overseas projects was better than that of the Mainland China. Among which, Mainland China increased by 2.2% year-on-year; overseas regions increased by 3.1% year-on-year. 

About the possible mandatory unconditional cash offer of Dalian Port:

According to the announcement of Dalian Port on 4thJune, Liaoning SASAC agreed to transfer 1.1% equity interest in Liaoning PG to Broadford(A wholly owned subsidiaries of China Merchants Group).However, Broadford already hold 21.5% H Shares of Dalian Port through CMPort, therefore Broadford holds a total of 68.37% of the total issued share capital of Dalian Port. Pursuant to the according rules and regulations, Broadford and parties acting in concert with it are required to make a mandatory unconditional cash offer as a result of the Equity Transfer for all outstanding H Shares.