[三季报]招港B(201872):2022年第三季度报告（英文版）
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时间：2022年10月28日 23:24:41 中财网 |
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原标题:招港B:2022年第三季度报告（英文版）
China Merchants Port Group Co., Ltd. (hereinafter referred to as the “Company”) and all the
members of the Company’s Board of Directors hereby guarantee that the contents of this Report
are factual, accurate and complete and free of any misrepresentations, misleading statements or
material omissions.
Important Notes:
1. The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and
senior management of the Company hereby guarantee the factuality, accuracy and completeness of the contents of
this Report, and shall be jointly and severally liable for any misrepresentations, misleading statements or material
omissions therein.
2. Wang Xiufeng, the Company’s legal representative, Tu Xiaoping, the Company’s Chief Financial Officer, and
Huang Shengchao, the person-in-charge of the accounting organ hereby guarantee that the financial statements
carried in this Report are factual, accurate and complete.
3. Indicate by tick mark whether the financial statements herein have been audited by an independent auditor.
□Yes √ No
4. Securities Times, China Securities Journal, Shanghai Securities News, Ta Kung Pao (HK) and www.cninfo.com.cn have been designated by the Company for information disclosure. And all information about
the Company shall be subject to what’s disclosed on the aforesaid media. This Report has been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. I Key Financial Information
(I) Key Accounting Data and Financial Indicators
Indicate by tick mark whether there is any retrospectively restated datum in the table below. □ Yes √ No
| | Q3 2022 | YoY change (%) | Q1-Q3 2022 | YoY change
(%) |
| Operating revenue
(RMB) | 3,971,339,655.24 | -1.88% | 12,121,802,022.43 | 6.45% |
| Net profit
attributable to the
listed company’s
shareholders | 771,042,670.19 | 1.89% | 2,752,903,994.81 | 13.11% |
| (RMB) | | | | |
| Net profit
attributable to the
listed company’s
shareholders before
exceptional gains
and losses (RMB) | 738,503,229.51 | 25.56% | 2,659,052,475.11 | 19.09% |
| Net cash generated
from/used in
operating activities
(RMB) | — | — | 5,003,761,178.49 | 5.12% |
| Basic earnings per
share (RMB/share) | 0.31 | -20.51% | 1.10 | -13.39% |
| Diluted earnings
per share
(RMB/share) | 0.31 | -20.51% | 1.10 | -13.39% |
| Weighted average
return on equity (%) | 1.85% | -0.11% | 6.72% | 0.34% |
| | 30 September 2022 | 31 December 2021 | Change (%) | |
| Total assets (RMB) | 205,158,868,331.23 | 175,984,101,168.66 | 16.58% | |
| Equity attributable
to the listed
company’s
shareholders
(RMB) | 52,718,998,235.91 | 39,801,188,662.13 | 32.46% | |
The total share capital at the end of the last trading session before the disclosure of this Report:
| Total share capital at the end of the last trading
session before the disclosure of this Report (share) | 2,499,074,661 |
Fully diluted earnings per share based on the latest total share capital above:
| Dividend of preference shares paid | No preference shares |
| Fully diluted earnings per share based on the latest
total share capital above (RMB/share) | 1.1016 |
(II) Exceptional Gains and Losses
Unit: RMB
| Item | Q3 2022 | Q1-Q3 2022 | Note |
| Gain or loss on disposal
of non-current assets
(inclusive of impairment
allowance write-offs) | -1,530,213.32 | -3,325,158.38 | - |
| Government subsidies
charged to current profit
or loss (exclusive of
government subsidies
continually given in the
Company’s ordinary | 36,442,045.86 | 109,617,038.38 | - |
| course of business at
fixed quotas or amounts
as per the government’s
policies and standards) | | | |
| Capital occupation
charges on non-financial
enterprises that are
charged to current profit
or loss | 59,162,142.71 | 171,864,101.66 | - |
| Gain or loss on fair-value
changes in
held-for-trading financial
assets and liabilities &
income from disposal of
held-for-trading financial
assets and liabilities and
available-for-sale
financial assets (exclusive
of the effective portion of
hedges that arise in the
Company’s ordinary
course of business) | -19,540,937.35 | -57,567,049.93 | - |
| Reversed portions of
impairment allowances
for receivables which are
tested individually for
impairment | | 3,794,522.98 | - |
| Non-operating income
and expense other than
the above | 7,418,406.57 | 7,626,013.38 | - |
| Less: Income tax effects | 12,555,869.74 | 34,492,693.60 | - |
| Non-controlling
interests effects (net of
tax) | 36,856,134.05 | 103,665,254.79 | - |
| Total | 32,539,440.68 | 93,851,519.70 | -- |
Other items that meet the definition of exceptional gain/loss: □ Applicable √ Not applicable
No such cases.
Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Gain/Loss Items:
□ Applicable √ Not applicable
No such cases.
The Company had no exceptional gains or losses during Q1-Q3 2022. (III) Changes in Key Financial Statement Line Items and Their Explanation
| Balance sheet items | 30 September 2022 | 31 December 2021 | Change (%) | Explanation of changes |
| Cash and bank
balances | 23,991,867,879.47 | 12,772,349,406.77 | 87.84% | Receipt of funds raised in a
private placement of shares |
| Held-for-trading
financial assets | 2,245,554,640.72 | 6,921,831,502.55 | -67.56% | Decrease in structured
deposits |
| Accounts receivable | 1,770,433,437.98 | 1,320,577,577.81 | 34.07% | Increase in revenue |
| Other current assets | 116,081,853.80 | 339,684,297.41 | -65.83% | Receipt of rebates of
overpaid tax |
| Other non-current
financial assets | 1,192,716,309.20 | 809,515,244.87 | 47.34% | Additional investment in
Antong Holdings (Stock
Code: 600179) |
| Taxes payable | 1,062,749,684.48 | 2,162,719,251.68 | -50.86% | Payment of taxes in the
current period |
| Other current liabilities | 5,160,302,775.35 | 2,158,497,775.85 | 139.07% | New short-term financing |
| Long-term borrowings | 10,659,339,964.05 | 7,144,839,870.89 | 49.19% | New long-term borrowings
for supplementing the
working capital |
| Share capital | 2,499,074,661.00 | 1,922,365,124.00 | 30.00% | Private placement of shares |
| Capital reserve | 34,027,942,352.09 | 23,592,702,758.70 | 44.23% | Private placement of shares |
| Income statement
items | Q1-Q3 2022 | Q1-Q3 2021 | Change (%) | Explanation of changes |
| Finance expenses | 1,912,572,143.42 | 1,132,591,022.14 | 68.87% | Exchange losses and
adjustments associated with
concession royalties
liabilities |
| Other income | 139,351,673.37 | 328,343,162.91 | -57.56% | Receipt of government
subsidies for business
development in the same
period of last year |
| Gains from changes in
fair value | -57,567,049.93 | 221,721,597.68 | -125.96% | Change to the calculation of
concession royalties
liabilities by
TCP Participa??es S.A in
the same period of last year,
and the relevant inclusion in
finance expenses in the
current period |
| Number of ordinary
shareholders | 31,427 (20,357 A-shareholders,
11,070 B-shareholders) | Number of preferred
shareholders with resumed
voting rights (if any) | 0 | | |
| Top 10 shareholders | | | | | |
| Name of shareholder | Nature of
shareholder | Shareholding
percentage | Total shares
held | Restricted
shares held | Shares in
pledge or
frozen |
| CHINA MERCHANTS PORT
INVESTMENT
DEVELOPMENT COMPANY
LIMITED | Foreign legal
person | 59.75% | 1,148,648,648 | 0 | 0 |
| CHINA MERCHANTS
GANGTONG
DEVELOPMENT
(SHENZHEN) CO., LTD. | State-owned
legal person | 19.29% | 370,878,000 | 0 | 0 |
| SHENZHEN
INFRASTRUCTURE
INVESTMENT
FUND-SHENZHEN
INFRASTRUCTURE
INVESTMENT FUND
PARTNERSHIP (LIMITED
PARTNERSHIP) | Funds, wealth
management
products, etc. | 3.37% | 64,850,182 | 0 | 0 |
| CHINA-AFRICA
DEVELOPMENT FUND | State-owned
legal person | 3.33% | 64,102,564 | 0 | 0 |
| BROADFORD GLOBAL
LIMITED | State-owned
legal person | 2.88% | 55,314,208 | 0 | 0 |
| HONG KONG SECURITIES
CLEARING COMPANY LTD. | Foreign legal
person | 0.29% | 5,670,277 | 0 | Unknown |
| ZHU HUI | Domestic
natural person | 0.15% | 2,963,303 | 0 | Unknown |
| CHINA MERCHANTS
SECURITIES (HK) CO., LTD. | Foreign legal
person | 0.13% | 2,531,955 | 0 | Unknown |
| MONETARY AUTHORITY
OF MACAO-SELF-OWNED | Foreign legal
person | 0.11% | 2,172,637 | 0 | Unknown |
| FUNDS | | | | | |
| MAI SHUQING | Domestic
natural person | 0.11% | 2,129,247 | 0 | Unknown |
| Top 10 unrestricted shareholders | | | | | |
| Name of shareholder | Unrestricted ordinary shares held | Shares by type | | | |
| | | Type | Shares | | |
| CHINA MERCHANTS PORT
INVESTMENT
DEVELOPMENT COMPANY
LIMITED | 1,148,648,648 | RMB ordinary
share | 1,148,648,648 | | |
| CHINA MERCHANTS
GANGTONG
DEVELOPMENT
(SHENZHEN) CO., LTD. | 370,878,000 | RMB ordinary
share | 370,878,000 | | |
| SHENZHEN
INFRASTRUCTURE
INVESTMENT
FUND-SHENZHEN
INFRASTRUCTURE
INVESTMENT FUND
PARTNERSHIP (LIMITED
PARTNERSHIP) | 64,850,182 | RMB ordinary
share | 64,850,182 | | |
| CHINA-AFRICA
DEVELOPMENT FUND | 64,102,564 | RMB ordinary
share | 64,102,564 | | |
| BROADFORD GLOBAL
LIMITED | 55,314,208 | Domestically
l isted foreign
share | 55,314,208 | | |
| HONG KONG SECURITIES
CLEARING COMPANY LTD. | 5,670,277 | RMB ordinary
share | 5,670,277 | | |
| ZHU HUI | 2,963,303 | RMB ordinary
share | 2,963,303 | | |
| CHINA MERCHANTS
SECURITIES (HK) CO., LTD. | 2,531,955 | Domestically
l isted foreign
share | 2,531,955 | | |
| MONETARY AUTHORITY
OF MACAO-SELF-OWNED
FUNDS | 2,172,637 | RMB ordinary
share | 2,172,637 | | |
| MAI SHUQING | 2,129,247 | RMB ordinary
share | 2,129,247 | | |
| Related or acting-in-concert | China Merchants Gangtong Development (Shenzhen) Co., Ltd. is a controlled | | | | |
| parties among the shareholders
above | subsidiary of Broadford Global Limited, and Broadford Global Limited is the
controlling shareholder of China Merchants Port Investment Development
Company Limited. The Company does not know whether the other unrestricted
shareholders are related parties or not. |
| Top 10 shareholders engaged in
securities margin trading (if any) | N/A |
Note: China Merchants Investment Development Company Limited (CMID) (Chinese name: 招商局投资发展有限公司) was
renamed China Merchants Port Investment Development Company Limited (CMPID) (Chinese name: 招商局港口投资发展有限公
司) on 8 July 2020.
Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary
shareholders of the Company conducted any promissory repo during the Reporting Period. □ Yes √ No
No such cases in the Reporting Period.
(II) Number of Preferred Shareholders and Shareholdings of Top 10 of Them □ Applicable √ Not applicable
III Other Significant Events
(I) Private Placement of A-shares and Subscription of Shares in Ningbo Port On 13 July 2021, the Proposal on the Plan for Private Placement of A-shares, the Proposal on Subscription by the
Company as a Strategic Investor of Shares in a Private Placement of Ningbo Zhoushan Port Company Limited &
Related-party Transaction, and other relevant proposals were approved unanimously at the 6th Extraordinary
Meeting of the Company’s 10th Board of Directors in 2021, and the 3rd Extraordinary Meeting of the Company’s
10th Supervisory Committee in 2021, respectively. As such, the Company was agreed to introduce Zhejiang
Provincial Seaport Investment & Operation Group Co. Ltd. (Seaport Group) as a strategic investor by carrying out
a private placement of 577,000,000 A-shares (or 30% of the Company’s total share capital before the issue) to
Seaport Group to raise RMB10.917 billion. Meanwhile, the Company was agreed to subscribe for in cash, as a
strategic investor, 3,646,971,029 A-shares in the 2021 private placement of Ningbo Zhoushan Port Company
Limited (Ningbo Port). For further information, see Announcement No. 2021-053 on the Resolutions of the 6th
Extraordinary Meeting of the 10th Board of Directors in 2021, Announcement No. 2021-054 on the Resolutions of
the 3rd Extraordinary Meeting of the 10th Supervisory Committee in 2021, Announcement No. 2021-057 on
China Merchants Port Group Co., Ltd. The Report for the Third Quarter of 2022
Subscription by the Company as a Strategic Investor of Shares in a Private Placement of Ningbo Zhoushan Port
Company Limited & Related-party Transaction, and other relevant announcements disclosed by the Company
dated 14 July 2021.
On 26 August 2021, the Company disclosed that it had received the Reply on the Private Placement of A-shares of
China Merchants Port Group Co., Ltd. (Guo Zi Chan Quan [2021] No. 457) issued by the State-owned Assets
Supervision and Administration Commission of the State Council, which in principle consented to the plan of the
Company for a private placement of no more than 576,709,537 A-shares to Zhejiang Provincial Seaport
Investment & Operation Group Co. Ltd. (SS). For further information, see Announcement No. 2021-070 on
Approval of Private Placement of A-shares by SASAC of the State Council disclosed by the Company dated 27
August 2021.
On 27 September 2021, the proposals in relation to the private placement of A-shares were approved at the 1st
Extraordinary General Meeting of the Company in 2021. For further information, see Announcement No.
2021-087 on Announcement on Resolutions of the 1st Extraordinary General Meeting of 2021 disclosed by the
Company dated 28 September 2021.
On 15 October 2021, the Company received the Acceptance Form for Administrative License Application from
the China Securities Regulatory Commission (Acceptance Number: 212745), which tells that the China Securities
Regulatory Commission has examined the application materials submitted by the Company for Approval of
Non-public Offering of Shares by Listed Company (A-Share Main Board of Shanghai Stock Exchange and Shenzhen Stock Exchange and B Shares) and decided to accept the application for an administrative license.
On 26 October 2021, the Company received the Announcement on Receiving the Notice of Feedback on the
Examination of Administrative License Project (No. 212745) issued by the China Securities Regulatory
Commission (hereinafter referred to as the "Feedback"), which tells that the China Securities Regulatory
Commission has examined the application materials for an administrative license of Approval on Non-Public
Offering of Shares (A-Share Main Board of Shanghai Stock Exchange and Shenzhen Stock Exchange and B
Shares) by Listed Company of China Merchants Port Group Co., Ltd. submitted by the Company, and required the
Company to make written descriptions and explanations on relevant issues, and submit a written reply to the
China Merchants Port Group Co., Ltd. The Report for the Third Quarter of 2022
administrative license acceptance department of the China Securities Regulatory Commission within 30 days.
On 20 November 2021, the Company and relevant intermediaries carefully checked and implemented the issues
listed in the Feedback In accordance with the requirements of China Securities Regulatory Commission, and
formed the Reply to the Feedback on the Application Document for the 2021 Non-Public Offering of A-Shares of
China Merchants Port Group Co., Ltd. (hereinafter referred to as the "Reply to the Feedback") and disclosed it.
For details, please refer to the Reply to the Feedback on the Application Document for the 2021 Non-Public
Offering of A-Shares of China Merchants Port Group Co., Ltd. published on the same day. The Company has
submitted the Reply to the Feedback and other relevant materials to CSRC within two working days after its
disclosure.
On 5 July 2022, the Company received the Letter on Properly Preparing the Meeting of the Public Offering
Review Committee of the China Securities Regulatory Commission on the Private Placement of China Merchants
Port Group Co., Ltd. (hereinafter referred to as the "Letter") from the China Securities Regulatory Commission
(CSRC). The Company, together with relevant intermediaries, conscientiously verified and addressed the issues
mentioned in the Letter, as required by the CSRC. Upon research, demonstration, and analysis, it replied to the
issues listed. For details, see the Reply to the Letter on Properly Preparing the Meeting of the Public Offering
Review Committee of the China Securities Regulatory Commission on the Private Placement of China Merchants
Port Group Co., Ltd. and the Announcement on the Reply to the Letter on Properly Preparing the Meeting of the
Public Offering Review Committee of the China Securities Regulatory Commission on the Private Placement
(Announcement No.: 2022-059) released by the Company on 14 July 2022. The Public Offering Review Committee of the CSRC, on 25 July 2022, reviewed the application for the private
placement of A Shares submitted in 2021 by the Company. The application has been approved, according to the
result of the review meeting. For details, see the Announcement on the Approval of the Public Offering Review
Committee of the China Securities Regulatory Commission for the Application for the Private Placement of A
Shares in 2021 (Announcement No.: 2022-061) disclosed by the Company on 26 July 2022. On 1 August 2022, the Company received the Reply of China Securities Regulatory Commission on the Approval
of the Private Placement of China Merchants Port Group Co., Ltd. (ZJXK [2022] No. 1657) (hereinafter referred
| Announcement No. | Date | Title |
| 2022-058 | 1 July 2022 | Announcement on 2022 Interest Payment for 2020 Public Offering
of Corporate Bonds (Tranche 1) to Qualified Investors |
| 2022-059 | 14 July 2022 | Announcement on the Reply to the Letter on Properly Preparing the
Meeting of the Public Offering Review Committee of the China
Securities Regulatory Commission on the Private Placement |
| 2022-060 | 15 July 2022 | Announcement on Voluntary Information Disclosure of Business
Volume Data of June 2022 |
| 2022-061 | 26 July 2022 | Announcement on the Approval of the Public Offering Review
Committee of the China Securities Regulatory Commission for the
Application for the Private Placement of A Shares in 2021 |
| 2022-062 | 2 August 2022 | Announcement on the Approval of the China Securities Regulatory
Commission for the Application for the Private Placement of A
Shares in 2021 |
| 2022-063 | 13 August 2022 | Announcement on Voluntary Information Disclosure of Business
Volume Data of July 2022 |
| 2022-064 | 16 August 2022 | Reminder on Restricted Shares Issued in the Offering of Shares for
Asset Acquisition and Raising the Matching Funds & the
Related-party Transaction Being Allowed for Public Trading |
| 2022-065 | 31 August 2022 | th th
Announcement on Resolutions of the 6 Meeting of the 10 Board
of Directors |
| 2022-066 | 31 August 2022 | th th
Announcement on Resolutions of the 6 Meeting of the 10
Supervisory Committee |
| 2022-067 | 31 August 2022 | Interim Report 2022 (Summary) (Chinese and English Versions) |
| 2022-068 | 31 August 2022 | Special Report of the Deposit and Use of Raised Funds for H1 2022 |
| 2022-069 | 31 August 2022 | Announcement on the Confirmation of Land Use Rights at the
Chiwan Port & the Related-party Transaction |
| 2022-070 | 31 August 2022 | Announcement on Voluntary Information Disclosure of the Release
of 2022 Interim Results by Majority-owned Subsidiary |
| 2022-071 | 31 August 2022 | Announcement on Online Investor Meeting on 2022 Interim Results |
| 2022-072 | 1 September 2022 | Announcement on Redemption of the 2nd Issue of SCP in 2022
upon Maturity |
| 2022-073 | 1 September 2022 | Reminder on the 5th Issue of SCP in 2022 |
| 2022-074 | 7 September 2022 | Announcement on Results of the 5th Issue of SCP in 2022 |
| 2022-075 | 8 September 2022 | nd
Notice of the 2 Extraordinary General Meeting of 2022 |
| 2022-076 | 15 September 2022 | Announcement on Voluntary Information Disclosure of Business
Volume Data of August 2022 |
| 2022-077 | 23 September 2022 | Announcement on Signing the Quadripartite Supervision Agreement
on the Funds Raised |
| 2022-078 | 27 September 2022 | nd
Announcement on Resolutions of the 2 Extraordinary General
Meeting of 2022 |
| 2022-079 | 27 September 2022 | rd
Announcement on Redemption of the 3 Issue of SCP in 2022 upon
Maturity |
| 2022-080 | 30 September 2022 | th
Announcement on the Resolutions of the 7 Extraordinary Meeting
th
of the 10 Board of Directors in 2022 |
| 2022-081 | 30 September 2022 | th
Announcement on the Resolutions of the 4 Extraordinary Meeting
th
of the 10 Supervisory Committee in 2022 |
| 2022-082 | 30 September 2022 | Announcement on the Appointment of Mr. Liu Bin as Deputy
General Manager |
| 2022-083 | 30 September 2022 | Announcement on Cash Management on Idle Raised Funds |
2. Progress of any Share Repurchase
□ Applicable √ Not applicable
3. Progress of any Reduction of the Repurchased Shares through Centralized Bidding □ Applicable √ Not applicable
(III) Financial Investments
1. Securities Investments
Unit: RMB
| Vari
ety
of
secu
rity | Co
de
of
se
cu
rit
y | Na
me
of
secu
rity | Initial
investment cost | Acco
untin
g
meas
ureme
nt
metho
d | Beginning
carrying amount | Gain/loss on
fair value
changes in the
Reporting
Period | Accumula
ted fair
value
changes
recorded
in equity | Purchased in the
Reporting Period | Sold in the
Reporting
Period | Gain/loss in
the Reporting
Period | Ending carrying
amount | Acco
untin
g
title | Fu
nd
in
g
so
ur
ce |
| Stoc
k | 06
19
8 | Qin
gda
o
Port | 124,405,138.80 | Fair
value
metho
d | 145,443,863.52 | -35,769,093.04 | - | - | - | 10,432,424.09 | 122,215,967.85 | Othe
r
non-
curre
nt
finan
cial
asset
s | Se
lf-
fu
nd
ed |
| Stoc
k | 60
12
98 | Qin
gda
o
Port | 331,404,250.30 | Fair
value
ethod | 637,280,000.00 | -24,640,000.00 | - | - | - | 28,716,800.00 | 612,640,000.00 | Othe
r
non-
curre
nt
finan
cial
asset
s | Se
lf-
fu
nd
ed |
| Stoc
k | 60
03
77 | Jian
gsu
Exp
ress
way | 1,120,000.00 | Fair
value
metho
d | 8,620,000.00 | - | 12,041.97 | - | 8,632,041.97 | - | - | Othe
r
equit
y
instr
umen
t
inves
tmen
t | Se
lf-
fu
nd
ed |
| Stoc
k | 40
00
32 | Petr
oche
mic
al
A1 | 3,500,000.00 | Fair
value
ethod | 382,200.00 | - | - | - | - | - | 382,200.00 | Othe
r
equit
y
instr
umen
t
inves
tmen
t | Se
lf-
fu
nd
ed |
| Stoc
k | 40
00
09 | Guan
g
Jian
1 | 27,500.00 | Fair
value
metho
d | 17,000.00 | - | - | - | - | - | 17,000.00 | Othe
r
equit
y
instr
umen
t
inves
tmen
t | Se
lf-
fu
nd
ed |
| Stoc
k | 60
01
79 | Anto
ng
Hold
ings | 391,956.73 | Fair
value
ethod | 157,196.79 | -11,013,742.95 | - | 442,080,640.00 | - | - | 431,224,093.84 | Held
-for-t
radin
g
finan
cial
asset
s and
other
non-
curre
nt
finan
cial
asset
s | Se
lf-
fu
nd
ed |
| Total | 460,848,845.83 | -- | 791,900,260.31 | -71,422,835.99 | 12,041.97 | 442,080,640.00 | 8,632,041.97 | 39,149,224.09 | 1,166,479,261.69 | -- | -- | | |
2. Investments in Derivative Financial Instruments
□ Applicable √ Not applicable
No such cases in the Reporting Period.
(IV) Progress of Projects Financed with Raised Funds
1. Funds Raised through Private Placement of Shares
(1) Funds Raised through the Private Placement of Shares in 2019 Pursuant to the Reply of China Securities Regulatory Commission on the Approval of Shenzhen Chiwan Wharf
Holdings Limited Offering Shares to China Merchants Investment Development Company Limited for Asset
China Merchants Port Group Co., Ltd. The Report for the Third Quarter of 2022
Acquisition and Raising the Matching Funds (ZJXK [2018] No. 1750) dated 31 October 2018, the Company
issued, in a private placement, a total of 128,952,746 shares of RMB-denominated ordinary shares (A-shares) to
two entities including China-Africa Development Fund at RMB17.16/share, raising a total of RMB2,212,829,121.36 (with the net amount after deducting issuance costs being RMB2,185,997,340.15).
Following the arrival of the aforesaid funds, BDO China Shu Lun Pan Certified Public Accountants LLP verified
the funds raised in the private placement on 23 October 2019 and issued a Capital Verification Report (XKSBZ
[2019] No. ZI10673).
(2) Funds Raised through the Private Placement of Shares in 2022 Pursuant to the Reply of China Securities Regulatory Commission on the Approval of the Private Placement of
China Merchants Port Group Co., Ltd. (ZJXK [2022] No. 1657) dated 1 August 2022, the Company issued, in a
private placement, a total of 576,709,537 shares of RMB-denominated ordinary shares (A-shares) to specified
investors at a fixed price of RMB18.50/share, raising a total of RMB10,669,126,434.50, with the net amount after
deducting issuance costs of RMB36,593,104.10 (exclusive of value-added tax) being RMB10,632,533,330.40.
Following the arrival of the aforesaid funds at the Company’s specialized account for raised funds (account No.
755901118610707) at the Shenzhen Xinshidai sub-branch of China Merchants Bank Co., Ltd., Deloitte Touche
Tohmatsu Certified Public Accountants LLP verified the funds raised in the private placement on 16 September
2022 and issued a Capital Verification Report (DSB (Y) Z (22) No. 00471). 2. Use and Balances of Raised Funds
(1) Funds Raised through the Private Placement of Shares in 2019 As of 30 September 2022, a total of RMB9,998,803,433.75 of raised funds had been used, including: (1)
RMB582,722,414.48 as the replacement for the self-financings that had been in advance input into project to be
financed by raised funds; (2) RMB1,189,249,238.06 used after the arrival of the raised funds, including an
investment of RMB1,189,249,238.06 in the Haixing Harbor Renovation Project (Phase II) (2019: RMB324,533,139.29; 2020: RMB424,734,590.46; 2021: RMB262,949,228.42; Q1-Q3 2022: RMB177,032,279.89); (3) RMB26,831,781.21 for paying issuance costs; (4) RMB7,130,000,000.00 for
| Item | Amount |
| Opening balance of raised funds (31 December 2021) | 640,005,406.01 |
| Less: raised funds that were directly used for project to be
financed by raised funds in Q1-Q3 2022 | 177,032,279.89 |
| Add: Income from seven days call deposits in Q1-Q3 2022 | 28,583.34 |
| Net interest income from raised funds in Q1-Q3 2022 | 4,834,232.93 |
| Closing balance of raised funds (30 September 2022) | 467,835,942.39 |
(2) Funds Raised through the Private Placement of Shares in 2022 As of 30 September 2022, the balance in the account of raised funds was RMB10,645,496,413.71. The use and
balance of the raised funds in Q1-Q3 2022 are as follows:
Unit: RMB
| Item | Amount |
| Initial amount of raised funds | 10,669,126,434.50 |
| Less: Sponsor charges paid | 27,000,000.00 |
| Add: Net interest income from raised funds in Q3
2022 | 3,369,979.21 |
| Closing balance of raised funds (30 September 2022) | 10,645,496,413.71 |
3. Funds Raised through Corporate Bonds
(1) 20 CMPort 01
On 7 July 2020, the Company issued RMB2 billion of corporate bonds at the Shenzhen Stock Exchange, with a
coupon rate of 3.36% and a term of three years. The funds raised would be used to acquire 1,606,855,919 ordinary
shares in Zhanjiang Port (Group) Co., Ltd. (accounting for 27.3544% of Zhanjiang Port’s total issued shares) from
the Company’s wholly-owned subsidiary Chiwan Wharf Holdings (Hong Kong) Limited. As of 30 September
2022, the handover of the said equity interests has been completed. The first and second interest payments for the
corporate bonds were made on 8 July 2021 and 8 July 2022, respectively. (2) 22 CMPort 01
On 29 August 2022, the Company issued RMB3 billion of corporate bonds at the Shenzhen Stock Exchange, with
a coupon rate of 2.69% and a term of three years. The funds raised would be used to acquire A shares issued in the
private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor. As of 30 September
2022, the subscription of the said equity interests has been completed. These corporate bonds are not due for
interest payment.
(3) 22 CMPort 02
On 5 September 2022, the Company issued RMB3 billion of corporate bonds at the Shenzhen Stock Exchange,
with a coupon rate of 2.45% and a term of two years. The funds raised would be used to acquire A shares issued in
the private placement of Ningbo Zhoushan Port Company Limited in 2021 as a strategic investor. As of 30
September 2022, the subscription of the said equity interests has been completed. These corporate bonds are not
| Date | Place | Way of
commun
ication | Type
of
commu
nicatio
n party | Communication party | Index to basic
information of
researches |
| 27 July 2022 | China
Merchants
Port
Building | One-on-
one
meeting | Institut
ion | Qianming Asset Management,
Morning Bell Asset Management,
Banyan Investment, JM Capital,
Zhifu Circle Fund, Junying
Investment, Huifu Fund, YJ
Investment, Jinhuayang
Investment, Jinglai Investment,
Huatai Securities, Xinyuan
Century | Main discussions:
the basic condition
of operations,
investments made
and the financial
condition of the
Company;
Materials provided:
None
Index: SZSE
EasyIR
(http://irm.cninfo.co
m.cn/ircs/index) |
| 31 August 2022 | China
Merchants
Port
Building | Confere
nce call | Institut
ion | Shenwan Hongyuan, Sealand
Securities, CICC, Guotai Junan,
Galaxy Securities, CITIC
Securities, Haitong Securities, TF
Securities, Industrial Securities,
Capital Securities, Essence
Securities, Greatwall Securities,
Guosen H&S, Nanjing Securities | |
| 1 July 2022 to 30
September 2022 | China
Merchants
Port
Building | By
phone,
or
written
inquiry
(the | Individ
ual | - | |
| | | EasyIR
platfor
m of
SZSE
or
email) | | | |
| Times of communications | 29 | | | | |
| Number of institutions communicated with | 26 | | | | |
| Number of individuals communicated with | 27 | | | | |
| Number of other communication parties | 0 | | | | |
| Tip-offs or leakages of substantial supposedly-confidential information during
communications | No | | | | |
(VI) Progress Made on Internal Control （未完）
