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4-Traders Homepage  >  Equities  >  Stock Exchange of Hong Kong  >  Beijing Capital Land Limited    2868   CNE100000239

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Beijing Capital Land : VOLUNTARY ANNOUNCEMENT UPDATE OF GUARANTEED MEDIUM TERM NOTE AND PERPETUAL SECURITIES PROGRAMME BY CENTRAL PLAZA DEVELOPMENT LTD.

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01/13/2017 | 09:25am CET

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.

This announcement is for information purposes only and does not constitute an offer to sell or the solicitation of an offer to purchase or subscribe for any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities and the guarantee referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States, except in certain transactions exempt from, or not subject to, the registration requirements of the Securities Act. No public offer of securities is to be made in the United States, Hong Kong or in any other jurisdiction where such an offering is restricted or prohibited. This announcement and the information contained herein are not for distribution, directly or indirectly, in or into the United States.

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

(Stock Code: 2868) VOLUNTARY ANNOUNCEMENT UPDATE OF GUARANTEED MEDIUM TERM NOTE AND PERPETUAL SECURITIES PROGRAMME BY CENTRAL PLAZA DEVELOPMENT LTD.

The Board is pleased to announce the update of the Programme by the Issuer on 12 January 2017 and the provision of Guarantees by IFC or, as the case may be, the Company, for Instruments to be issued under the Programme.

The Board further announce that the Issuer, the Company and IFC have entered into the Keepwell Deed with the Trustee for the benefit of Instruments guaranteed by IFC. Pursuant to the Keepwell Deed, the Company will undertake, among other things, to cause each of the Issuer and IFC to have sufficient liquidity to ensure timely payment by each of the Issuer and IFC of any amounts payable in respect of the Senior Notes (for so long as any Senior Notes are outstanding) or any of their respective indebtedness (including all liabilities, whether actual or contingent then outstanding and including the relevant Perpetual Securities which for this purpose shall be deemed as indebtedness and the Guarantee given by IFC) (for so long as any

Perpetual Securities are outstanding). On or about 12 January 2017, the Company entered into a Deed of Equity Interest Purchase Undertaking with the Trustee whereby the Company agrees to purchase certain onshore equity interests upon receiving a written purchase notice from the Trustee. The equity interests comprise the equity interests held by the Relevant Transferor(s) (as defined in the Deed of Equity Interest Purchase Undertaking) in the registered capital of certain direct or indirect PRC-incorporated subsidiaries of the Company.

Under the Programme, the Issuer may offer and issue Instruments in series of principal amount of up to USD1,000,000,000 (or its equivalent in other currencies) to professional and institutional investors in transactions exempt from the registration requirements under the U.S. Securities Act. Senior Notes issued under the Programme may be denominated in any currency subject to compliance with all relevant laws, regulations and directives. Perpetual Securities issued under the Programme may be denominated in CNY or USD subject to compliance with all relevant laws, regulations and directives. There will be no public offering of the Instruments issued under the Programme in Hong Kong, the United States or any other jurisdiction.

The Issuer has appointed HSBC as the sole Arranger under the Programme.

As the Issuer may or may not proceed with drawdown(s) under the Programme, the timing of drawdown(s) (if any) is uncertain as it depends on market conditions and the funding needs of the Issuer, IFC and the Company and, the terms of each drawdown may vary within the parameters set out in the Programme, prospective investors are advised to exercise caution when dealing in the securities of the Issuer and the Company.

This is a voluntary announcement made by the Company.

UPDATE OF MEDIUM TERM NOTE AND PERPETUAL SECURITIES PROGRAMME BY THE ISSUER

The Board is pleased to announce the update of the Programme by the Issuer on 12 January 2017 and the provision of Guarantees by IFC or, as the case may be, the Company, for Instruments to be issued under the Programme.

The Company intends to assist the Issuer and IFC in meeting their respective obligations under the relevant Instruments and the Guarantee from IFC. The Board further announce that the Issuer, the Company and IFC have entered into the Keepwell Deed with the Trustee for the benefit of Instruments guaranteed by IFC. Pursuant to the Keepwell Deed, the Company will undertake, among other things, to cause each of the Issuer and IFC to have sufficient liquidity to ensure timely payment by each of the Issuer and IFC of any amounts payable in respect of the Senior Notes (for so long as any Senior Notes are outstanding) or any of their respective indebtedness (including all liabilities, whether actual or contingent then outstanding and including the relevant Perpetual Securities which for this purpose shall be deemed as indebtedness and the

Guarantee given by IFC) (for so long as any Perpetual Securities are outstanding). On or about 12 January 2017, the Company entered into a Deed of Equity Interest Purchase Undertaking with the Trustee whereby the Company agrees to purchase certain onshore equity interests upon receiving a written purchase notice from the Trustee. The equity interests comprise the equity interests held by the Relevant Transferor(s) (as defined in the Deed of Equity Interest Purchase Undertaking) in the registered capital of certain direct or indirect PRC-incorporated subsidiaries of the Company.

Under the Programme, the Issuer may offer and issue Instruments of principal amount of up to USD1,000,000,000 (or its equivalent in other currencies) to professional and institutional investors in transactions exempt from the registration requirements under the U.S. Securities Act. Instruments will be issued in series with different issue dates and terms. Senior Notes issued under the Programme may be denominated in any currency subject to compliance with all relevant laws, regulations and directives. Perpetual Securities issued under the Programme may be denominated in CNY or USD subject to compliance with all relevant laws, regulations and directives. There will be no public offering of Instruments issued under the Programme in Hong Kong, the United States or any other jurisdiction.

An announcement will be made by the Issuer for the listing of the Programme on the Stock Exchange. In relation to any issue of the Instruments, the Issuer has the option to agree with the relevant dealer(s) to list the relevant Instruments on the Stock Exchange or any other stock exchange.

The Issuer has appointed HSBC as the sole Arranger under the Programme by way of a dealer agreement dated 12 January 2017.

The Issuer currently intends to use the net proceeds from each issue of the Instruments issued under the Programme for working capital and general corporate purposes. If, in respect of any particular issue, there is a particular identified use of proceeds, this will be stated in the applicable Pricing Supplement.

The Board consider that the Programme provide a platform to enhance its flexibility and efficiency for financing in the future and capital management. It is designed to allow Instruments to be drawdown from time to time and the Issuer has no current intention to drawdown the entire amount of the Programme. The principal amount and timing of drawdown(s) of Instruments under the Programme are dependent on several factors, including but not limited to, market conditions and the financing needs of the Issuer.

As the Issuer may or may not proceed with drawdowns under the Programme, the timing of drawdown(s) (if any) is uncertain as it depends on market conditions and the financing needs of the Issuer, IFC and the Company and the terms of each drawdown may vary within the parameters set out in the Programme, prospective investors are advised to exercise caution when dealing in the securities of the Issuer and the Company. DEFINITIONS

In this announcement, the following terms have the meanings set forth below unless the context requires otherwise:

"Arranger" HSBC acting as the sole arranger for the Programme

"Board" the board of directors of the Company

"CNY" Chinese Yuan, the lawful currency of the PRC

"Company" Beijing Capital Land Ltd., a joint stock company incorporated in the PRC with limited liability and whose H Shares (stock code: 2868) are listed on the main board of the Stock Exchange

"Deed of Equity Interest Purchase Undertaking"

the deed of equity interest purchase undertaking dated

12 January 2017 entered into between the Company and the Trustee in relation to the Instruments guaranteed by IFC

"Directors" the directors of the Company

"Guarantees" the guarantee unconditionally and irrevocably provided by the Company in respect of the Senior Notes and the guarantee unconditionally and irrevocably provided by IFC in respect of the Senior Notes and Perpetual Securities

"Hong Kong" the Hong Kong Special Administrative Region of the PRC

"HSBC" The Hongkong and Shanghai Banking Corporation Limited

"IFC" International Financial Center Property Ltd., a company incorporated in the British Virgin Islands, which is wholly owned by the Company

"Instruments" Senior Notes and Perpetual Securities that may be offered and issued by the Issuer under the Programme and guaranteed by either the Company or IFC (as the case may be) and, as the context may require, Instruments shall mean either the Senior Notes or the Perpetual Securities, as the case may be

Beijing Capital Land Limited published this content on 12 January 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 13 January 2017 08:25:04 UTC.

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Financials ( CNY)
Sales 2016 20 633 M
EBIT 2016 3 297 M
Net income 2016 2 025 M
Debt 2016 29 189 M
Yield 2016 6,29%
P/E ratio 2016 4,02
P/E ratio 2017 4,10
Capi. / Sales 2016 1,81x
Capi. / Sales 2017 0,32x
Capitalization 8 135 M
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Mean consensus BUY
Number of Analysts 2
Average target price 3,94  CNY
Spread / Average Target 47%
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Jun Tang President & Executive Director
Yong Zheng Liu Chairman-Supervisory Board
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