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.

中 國 交 通 建 設 股 份 有 限 公 司

CHINA COMMUNICATIONS CONSTRUCTION COMPANY LIMITED

(A joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 1800)

INSIDE INFORMATION

UPDATE ON PROPOSED TRANSFER OF SHARES IN CCCC DREDGING

BY WAY OF PUBLIC TENDER

This announcement is made by China Communications Construction Company Limited (the "Company") pursuant to Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Hong Kong Listing Rules").

References are made to the announcements of the Company dated 18 June 2019 and 5 August 2019 and the circular of the Company dated 10 July 2019, in relation to the transfer of 3,495,604,287 shares in CCCC Dredging (Group) Co., Ltd. ("CCCC Dredging") by the Company to China Communications Construction Group (Limited) ("CCCG") and the subscription of 2,024,291,498 shares in CCCC Dredging by CCCG, representing an aggregate of 40% of the enlarged issued share capital of CCCC Dredging (the "Previous Transactions"). Meanwhile, the Company proposed to further transfer not more than 5,519,895,784 shares in CCCC Dredging to third parties (other than CCCG and its subsidiaries) on an equity exchange in the PRC by way of public tender, representing 40% of the enlarged issued share capital of CCCC Dredging.

On 11 September 2019, the Company received the Notice on Acceptance of Application for Information Disclosure of Equity Transfer issued by China Beijing Equity Exchange, pursuant to which China Beijing Equity Exchange approved the transfer of 4,580,082,373 shares in CCCC Dredging by way of public tender by the Company, representing approximately 38.8952% of the existing issued share capital of CCCC Dredging and 33.1896% of the enlarged issued share capital of CCCC Dredging (the "Potential Transfer"). The floor purchase price is RMB2.47 per share, which was determined based on (i) the appraised net assets value of CCCC Dredging as at 31 December 2018 of RMB28,969,953 thousand as set out in the valuation report (the summary of which was set out in Appendix I to the circular of the Company dated 10 July 2019) prepared

- 1 -

by China Tong Cheng Assets Appraisal Co. Ltd. using the asset-based approach; and (ii) the floor purchase price, being RMB2.47 per share (round up to the nearest 2 decimal places), is calculated by dividing such appraised net assets value by the current number of total issued share capital of

  1. Dredging (i.e. 11,775,447,964 shares). The public tender will commence on 12 September 2019 and end on 15 October 2019. For more details, please refer to the website of China Beijing Equity Exchange (http://www.cbex.com.cn).

Taking into account the floor purchase price, the highest applicable percentage ratio of the Potential Transfer (when aggregated with the Previous Transactions) is expected to be more than 5% but less than 25%. Therefore, the Potential Transfer, if materialised, may constitute a discloseable transaction of the Company and may be subject to the reporting and announcement requirements under the Hong Kong Listing Rules. The Company will perform its obligation of further disclosure (if required) in due course based on the progress of the transaction and in accordance with the laws and regulations and listing rules of the places where the shares of the Company are listed.

As at the date of this announcement, no binding agreement in respect of the Potential Transfer has been entered into by the Company. As the Potential Transfer is still in the stage of public tender, the Potential Transfer may or may not proceed. Accordingly, shareholders and potential investors of the Company are advised to exercise caution when dealing in the securities of the Company.

By Order of the Board

China Communications Construction Company Limited

ZHOU Changjiang

Company Secretary

Beijing, the PRC

11 September 2019

As at the date of this announcement, the directors of the Company are LIU Qitao, SONG Hailiang, LIU Maoxun, QI Xiaofei, HUANG Long#, ZHENG Changhong# and NGAI Wai Fung#.

  • Independent non-executive director

- 2 -

Attachments

  • Original document
  • Permalink

Disclaimer

CCCC - China Communications Construction Co. Ltd. published this content on 11 September 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 September 2019 13:06:06 UTC