Important Notice:
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Approved by the China Securities Regulatory Commission (CSRC) under document [2015] 2766, China Merchants Shekou Industrial Zone Holdings Co., Ltd. (hereinafter referred to as "Shekou Holdings") will issue shares to absorb and merge with China Merchants Property Development Co., Ltd. (hereinafter referred to as "China Merchants Property" or "the Company") and raise supporting funds.
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To fully protect the legitimate interests of dissenting shareholders of China Merchants Property, the share swap absorption merger will have China Merchants Industry Holdings Co., Ltd. act as the cash option provider for A shares, and China Merchants Group (Hong Kong) Co., Ltd. act as the cash option provider for B shares, offering cash options to dissenting shareholders. The Company published the "Announcement on the Distribution and Implementation of Cash Options for the Absorption Merger of China Merchants Shekou Industrial Zone Holdings Co., Ltd. and China Merchants Property Development Co., Ltd." on December 7, 2015, on the Shenzhen Stock Exchange website (www.szse.cn) and the Giant Tide Information website (www.cninfo.com.cn), and continuously published the "Notice on the Implementation of Cash Options for the Absorption Merger" from December 11 to December 17, 2015. The declaration period for cash options is from December 11 to December 17, 2015, during trading hours from 9:30-11:30 AM and 1:00-3:00 PM. The Company published the "Announcement on the Results of Cash Option Declarations" on December 18, 2015.
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The Company's stocks (stock code: 000024, 200024) have been suspended from trading since December 8, 2015. Subsequently, China Merchants Property's stocks will enter the cash option distribution, exercise declaration, and settlement phase, and will no longer be traded until they are converted into Shekou Holdings stocks and listed on the Shenzhen Stock Exchange after the share swap is implemented. Investors are advised to take note. The Company and all members of the board guarantee that the announcement's content is true, accurate, and complete, with no false records, misleading statements, or significant omissions.
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As the merging party and share swap implementer, Shekou Holdings will conduct the share swap for investors holding China Merchants Property shares through a securities conversion method. "Securities conversion" refers to converting the shares held by investors in China Merchants Property into the corresponding number of shares of Shekou Holdings based on the share swap ratio determined by the absorption merger plan. After completing the securities conversion, Shekou Holdings will apply for listing on the Shenzhen Stock Exchange.
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After the completion of cash option distribution, China Merchants Property will enter the delisting process. Except for Shekou Holdings and its wholly-owned subsidiaries, Da Feng International, All Domain Investment, FOXTROT INTERNATIONAL LIMITED, and ORIENTURE INVESTMENT LIMITED (FOXTROT INTERNATIONAL LIMITED and ORIENTURE INVESTMENT LIMITED are wholly-owned subsidiaries indirectly controlled by Shekou Holdings), the shares held by original shareholders of China Merchants Property will be converted into shares of Shekou Holdings according to the share swap ratio. On the share swap registration date (specific time to be announced), if investors have submitted the Company's stocks as collateral for margin trading, the shares of China Merchants Property used as collateral will be converted into shares of Shekou Holdings after the securities conversion.