Sinopec Kantons Announced the Acquisition of Five Oil Terminal Operators from Its Parent Co. and Proposed Rights Issue
A leading petrochemical storage and logistics company in China-Sinopec Kantons Holdings Limited ("Kantons" or "the Company", together with other subsidiary companies, "the Group"; Stock Code: 934) is pleased to announce its signing of Acquisition Agreements with its parent company, China Petroleum & Chemical
Corporation ("Sinopec Corp.") to acquire the equity interest in five joint ventures including Ningbo Shihua, Qingdao Shihua, Tianjin Port Shihua, Rizhao Shihua and Tangshan Caofeidian Shihua from Sinopec Corp. ("Five Joint Ventures"), involving a total amount of RMB1,809,807,300. The acquisition fund will be raised by way of proposed Rights Issue of up to one Rights Share for every one existing Share held on the Record Date. To facilitate future expansion, the Company will increase the authorized share capital of the Company to HK$1 billion divided into 10 billion Shares. The Company believes the Acquisition will further strengthen competitive advantages of the Company's core business and increase profitability of earnings, which will position the Company as the largest independent crude oil terminal business player in China and one of the largest in Asia.
According to the agreement, Kantons will acquire Sinopec Corp.'s 50% equity interest in Ningbo Shihua, Qingdao Shihua, Tianjin Port Shihua and Rizhao Shihua and 90% in Tangshan Caofeidian Shihua., at an aggregate consideration of RMB1,809,807,300. Upon completion of the acquisition, the number of crude oil terminal companies controlled or jointly owned by the Group will increase from two to seven, with the number of berths increasing from 14 to 24, of which nine berths will have the capacity to accept VLCC vessels, and the annual design capacity of the Group's controlled or jointly controlled crude oil terminals will increase 165% from approximately 85 million tonnes to approximately 225 million tonnes, which will position the Company as the largest independent crude oil terminal business player in China and one of the largest in Asia. Meanwhile, the Group will have a jointly-controlled interest in each of China's top three coastal ports for crude oil loading and unloading. In addition, with only a limited number of deepwater terminals in China, and as the size of international oil carriers continues to rise, it will become increasingly important to own deepwater terminals that have the facilities to accommodate VLCC size vessels and larger, which grants Kantons a notable advantage and makes the Company a unique investment opportunity .
The Acquisition is expected to increase profitability and stability of earnings of the Company. In 2010, the Five Joint Ventures recorded total net profit of approximately RMB364 million and revenues of approximately RMB682 million. Moreover, as Caofeidian Shihua was founded in April, 2011, Ningbo Shihua's second phase terminal and Rizhao Shihua's terminal are currently still in trial operation stage, the future revenue and profitability of the Five Joint Ventures is expected to benefit from the earnings contribution of these terminals once they become fully operational. As a direct result of the acquisition, the Group will substantially increase its fixed assets as well as the scale and stability of its earnings and cash flows whilst still enjoying the continued support from its major shareholder and customer, China Petrochemical Corporation ("Sinopec Group Company").
In order to finance the Acquisition, the Company proposes to raise a minimum of HK$2,500 million and a maximum of HK$3,500 million before expenses by way of Rights Issue of up to one Rights Share for every one existing Share held on the Record Date. The controlling shareholder of the Company intends to take up its entitlement to the Shares under the proposed Rights Issue.
Moreover, to facilitate future expansion, the Company proposes to increase the authorized share capital of the Company to HK$1 billion divided into 10 billion Shares at HK$0.10 per share. The Company believes that the Increase in Authorized Share Capital facilitates further expansion and provides the Company with greater flexibility to raise funds by allotting and issuing new Shares in the future and thus is in the interest of the Company and the Shareholders as a whole.
Please refer to the announcement and circular published on the Hong Kong Stock Exchange and the company website for more detail information regarding on the acquisition and rights issue.
About Sinopec Kantons Holdings Limited
Sinopec Kantons Holdings Limited is a whole owned subsidiary of China Petroleum & Chemical Corporation ("Sinopec Corp."), mainly engaged in logistics and trading, with two subsidiaries: Sinomart KTS Development Limited and Kantons International Investment Limited. The principal activities of the Companies are: operating crude oil loading, storage and transmission facilities in the PRC and trading of petroleum and petroleum products. According to the strategic development plan of warehousing and logistics business, Sinopec Group Company repositioned Kantons as a world-class petrochemical warehousing and logistics company. Sinopec Group Company will strengthen and expand its international petrochemical storage business through Kantons. As the only red-chip company of Sinopec currently listed in Hong Kong, Sinopec Kantons Holdings Limited is a key representation of Sinopec's diversified capital.