CHINA DAYE NON-FERROUS METALS MINING LIMITED If you are in any doubt as to any aspect of this circular or as to what action to take, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.
If you have sold or transferred all your shares in China Daye Non-Ferrous Metals Mining Limited, you should at once hand this circular and the accompanying proxy form to the purchaser or the transferee or to the bank manager, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.
(Incorporated in Bermuda with limited liability)
(Stock Code: 661)
MAJOR TRANSACTION -
FINANCE LEASING OF EQUIPMENT
25 January 2016
Page
Definitions ....... ....... ........ ....... ....... ........ ....... ........ ....... ....... 1
Letter from the Board
A. Introduction .... ........ ....... ....... ........ ....... ........ ....... ....... 3
B. The Equipment Sale and the Leasing Transactions ..... ........ ....... ....... 4 C. Additional Information . . ....... ....... ........ ....... ........ ....... ....... 8
Appendix I - Financial Information of the Group .. ....... ........ ....... ....... 9
Appendix II - General Information 11
In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:
''Agreement'' the sale and leaseback agreement dated 23 December 2015 entered into between Daye Metal and Huaxin Financing in respect of the Equipment Sale and the Leasing Transactions
''Board'' the board of Directors
''China Times'' China Times Development Limited, a company incorporated in the British Virgin Islands and the direct controlling shareholder of the Company
''Company'' China Daye Non-Ferrous Metals Mining Limited, a company incorporated in Bermuda with limited liability, the shares of which are listed on the Main Board of the Stock Exchange
''Daye Metal'' 大冶有色金屬有限責任公司 (Daye Non-ferrous Metals Co., Ltd.), a limited liability company established in the PRC and a non-wholly owned subsidiary of the Company
''Director(s)'' directors of the Company
''Equipment'' the machinery and equipment primarily used by Daye Metal for copper smelting and processing and copper mining as further set out in the Agreement
''Equipment Sale'' the sale of the Equipment by Daye Metal to Huaxin
Financing pursuant to the terms and conditions of the Agreement
''Group'' the Company and its subsidiaries
''Hong Kong'' the Hong Kong Special Administrative Region of the PRC
''Huaxin Financing'' 江蘇華新融資租賃有限公司 (Chinovation Financial
Leasing Co., Ltd.*), a company established in the PRC with limited liability
''Latest Practicable Date'' 20 January 2016, being the latest practicable date prior to
the printing of this circular for the purpose of ascertaining certain information for inclusion herein
''Lease Commencement Date'' the date on which the purchase price for the Equipment Sale
is paid by Huaxin Financing pursuant to the terms and conditions of the Agreement
''Lease Consideration'' the lease consideration for the Leasing Transactions payable
by Daye Metal to Huaxin Financing
''Lease Period'' the period of eight years from the Lease Commencement Date
''Leasing Transactions'' the leasing of the Equipment by Daye Metal from Huaxin
Financing after completion of the Equipment Sale pursuant to the terms and conditions of the Agreement
''Listing Rules'' the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited
''Parent Company'' 大冶有色金屬集團控股有限公司 (Daye Nonferrous Metals
Group Holding Co., Ltd.*), a limited liability company incorporated in the PRC and a controlling shareholder of the Company, which holds 100% of the equity interest in China Times as at the Latest Practicable Date
''PRC'' the People's Republic of China, which for the purpose of this circular, excludes Hong Kong, the Macau Special Administration of the PRC and Taiwan
''RMB'' Renminbi, the lawful currency of the PRC
''SFO'' Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)
''Shareholder(s)'' holder(s) of the share(s) of the Company
''Stock Exchange'' The Stock Exchange of Hong Kong Limited
''%'' per cent
* For identification purpose only.
China Daye Non-Ferrous Metals Mining Ltd. issued this content on 2016-01-25 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 2016-01-25 00:22:06 UTC
Original Document: http://www.hk661.com/attachment/2016012508170100012417901_en.pdf
