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China Ocean Shipping Ordering Guide ※
◎ Basic information about this public offering.
The subscription is abbreviated as "China Ocean Shipping" and the subscription code is "7809 19".
I. Basic information about this offering
1. Stock type: The shares issued this time are domestic listed RMB ordinary shares (A shares) with a par value of 1.00 yuan per share.
2. Number of issues: The number of issues this time is 65,438+0,783,867,446 shares. Among them, the number of strategically placed shares does not exceed 535 million shares, accounting for about 30% of the number of shares issued this time; Before the callback mechanism was launched, the number of shares placed offline did not exceed 446,127,446, accounting for about 25% of the number of shares issued this time; The remaining shares were issued online, with about 802,740,000 shares, accounting for about 45% of the shares issued this time.
3. Issue price: This issue price is 8.48 yuan/share, and the price-earnings ratio corresponding to this price is:
(1)98.67 times (earnings per share is calculated by dividing the lower net profit before and after deducting non-recurring gains and losses audited by an accounting firm in 2006 by the total share capital after this issuance);
(2)78.94 times (earnings per share is calculated by dividing the lower net profit before and after deducting non-recurring gains and losses audited by an accounting firm in 2006 by the total share capital before this issuance).
4. Offline placing time: from 9: 00 to17: 00 on June 5, 2007 (t-1) and from 9: 00 to15: 00 on June 8, 2007 (t-2007).
5. Online issuance time: June 8, 2007 (T day), and subscription time is the normal trading hours of SSE (9: 30 am to 165438+ 0: 30 pm to 15: 00 pm).
6. Important date arrangement of this issuance
Trading day issuance arrangement
On June 8th, T-6 published the Summary of Letter of Intent for Issuance and the Announcement of Issuance Arrangement and Preliminary Inquiry.
Initial query start date
T-3 June 13 Preliminary Inquiry Deadline
T-2 published an online roadshow announcement on June 14.
T-1June 15 published the preliminary inquiry results and the announcement of the issue price range, which was published online.
Bank announcement and online issuance announcement.
Offline subscription payment start date
Online roadshow
T June 18 online fund subscription day
Deadline for offline subscription and payment
T+1June 19 determines the issue price of this issue.
Determine whether to start the online and offline callback mechanism.
Determine the final online/offline distribution quantity
T+2 announced the pricing, offline distribution results and online winning rate on June 20th.
Offline placement and strategic placement began to be refunded.
Hold a lottery ceremony
T+3 On June 2 1 day, the announcement of the lottery results of online fund subscription was released.
Unfreeze online subscription funds
Note: (1), t is the online issuance subscription date;
(2) The above date is a working day. In case of major sudden changes affecting the issuance, the sponsor (lead underwriter) will make a timely announcement and modify the issuance schedule.
7. Proposed listing place: Shanghai Stock Exchange.
◎ Historical evolution, reorganization and restructuring of the issuer:
(a) the way of establishment of the issuer
China Ocean Holding Co., Ltd. (the "issuer" or the "company") is based on the official reply of the State-owned Assets Supervision and Administration Commission of the State Council ("SASAAC") on the management of state-owned shares of China Ocean Holding Co., Ltd. (Guo Zi Fa [2005] 160No.) and the official reply of SAAC on the establishment of China Ocean Holding Co., Ltd.
(2) The content of the promoters and their invested assets.
The sole sponsor of the issuer is COSCO Group. COSCO Corporation transferred its shares in COSCO International Freight Co., Ltd. (hereinafter referred to as "China Cargo"), COSCO Container Shipping Agency Co., Ltd. (hereinafter referred to as "CSSC") and some overseas subsidiaries to COSCO Container Transportation Co., Ltd. (hereinafter referred to as "COSCO Container Transportation"). Transfer all the shares of COSCO (Hong Kong) Investment Co., Ltd. and COSCO Pacific Limited (hereinafter referred to as "COSCO Pacific") held by COSCO (Hong Kong) Group Co., Ltd. to COSCO Pacific Investment Holdings Co., Ltd. (hereinafter referred to as "COSCO Pacific Investment"), and then set up a separate company with all the shares of COSCO Container Transportation Co., Ltd. and COSCO Pacific Investment held by COSCO Group as capital contribution.
◎ Issuer's main business:
(a) the issuer's main business profile.
The Group is one of the largest and most competitive integrated enterprises engaged in container shipping, wharf, container leasing and logistics business in the world, and is committed to developing into the world's leading integrated shipping company and a shipping and logistics supplier whose business runs through the shipping value chain and provides quality services to global customers.
The company is the listed flagship and capital platform of COSCO Group.
The services provided by the company through its subsidiaries mainly include: (1) container transportation and related business provided by COSCO Container Lines, a wholly-owned subsidiary of the company, and its subsidiaries. As of June 65438+February 3, 20061,COSCO Container Fleet operated 139 ships with a total capacity of 399,237 TEU. (2) Operating the terminal business through COSCO Pacific, a holding subsidiary of the company, and its subsidiaries. As of June 5438+February 3, 20061,COSCO Pacific has invested and operated 24 wharf projects in the world, with a total berth of 1 15 and an annual throughput of 32791713 TEU; (3) Operating container leasing business through Floren, a subsidiary of COSCO Pacific. As of 65438+February 3, 2006 1, the container fleet owned and managed by Florence reached1,250, and TEU(4) provided comprehensive logistics services including third-party logistics, shipping agents and freight forwarders through its holding subsidiary China Ocean Logistics Co., Ltd. (hereinafter referred to as "COSCO Logistics").
Based in China and facing the global market, the Group has continuously improved its comprehensive shipping capacity and broadened the field of logistics services by optimizing the allocation of shipping and logistics resources. With market experience and global advantages, the Group provides customers with comprehensive high-quality value-added services that run through the shipping and logistics value chain. The diversity of the group's business types helps the group to provide customers with high-quality "door-to-door" services, control the cost of each link, and improve the group's synergy and risk resistance. The positions of the Group's main businesses and related subsidiaries in the container transportation value chain are shown in the following figure:
Note 1: China Shipping Agency and China Goods under COSCO Container Lines mainly provide services for COSCO Container Lines, while COSCO Logistics mainly provides services for other third-party customers.
Note 2: Fulun, which is wholly owned by COSCO Pacific, provides container leasing services, and CIMC, which holds 16.23%, is engaged in container manufacturing business.
(2) Sales methods and channels
The group's sales and service network covers the whole country and radiates the whole world. By the end of June, 2006, the Group's fleet had docked at more than 20 ports in more than 40 countries and regions around the world, operating 74 international routes, 2 international feeder lines, 7 China coastal routes and 52 Pearl River Delta and Yangtze River feeder lines. At the same time, the group's container shipping business has 306 domestic and 72 overseas sales and service outlets, and manages and uses 89 overseas sales and service outlets; The Group has 265,438+0 terminals in China (including Hongkong) and 65,438+0 terminals in Singapore, Antwerp and Suez Canal, with a total of 65,438+065,438+05 berths; COSCO Logistics has set up more than 400 business branches in 29 provinces, municipalities, autonomous regions and overseas in China, representative offices in Korea, Japan, Singapore, Greece and Hong Kong, and three subsidiaries in Hong Kong, the United Arab Emirates and the United States.
Third, the main raw materials
The fuel used by the container ships operated by the Group can be divided into bonded fuel and civil fuel, in which the bonded fuel is centrally purchased by China Gas (Singapore) Co., Ltd., a subsidiary of COSCO Group, and the civil fuel is purchased by the Group from China Marine Fuel Co., Ltd., a joint venture of COSCO Group, and other local marine fuel suppliers in domestic ports.
The maintenance of the Group's ships is entrusted to Shanghai Ocean Shipping Company (hereinafter referred to as "COSCO Shanghai"), a wholly-owned subsidiary of COSCO Group, for management according to the principle of marketization.
(4) Industry competition and the competitive position of the issuer in the industry.
The container shipping, wharf, container leasing and logistics businesses operated by the Group all have different degrees of competition, and they have all experienced industry integration in recent years, and the concentration of the above industries has been continuously improved due to mergers and acquisitions within or across industries.
The group is in a leading position in all fields it operates, and has established its own competitive advantages, mainly including: the total capacity of the container transport fleet operated by the group reaches 399,237 TEU, ranking fifth in the world; The Group has invested in 24 terminal projects around the world, with a total of 1 15 berths, making it the fifth largest terminal operator in the world. The container fleet owned and managed by the Group reaches 1250609 TEU, accounting for about 1 1.9% of the global market share, ranking third in the world; COSCO Logistics, the holding subsidiary of the Group, has become one of the most powerful logistics service providers in China.
At the same time, as one of the largest and most competitive comprehensive enterprises engaged in container shipping, wharf, container leasing and logistics business in the world, the Group can provide high-quality "door-to-door" services and has unparalleled competitive advantages in better meeting customer requirements.
Compared with other competitors at home and abroad, the advantages of the group mainly come from: extensive brand awareness, reputation and marketing ability; High-quality and stable customer base; Covering global routes, container terminals and logistics service networks; Provide customers with "door-to-door" comprehensive shipping and logistics services, as well as the synergy created by the integrated business model; A management team with rich business experience and excellent management ability, as well as a mature information technology system and e-commerce platform.
The development strategy of the Group is to consolidate and improve the profitability of container shipping business and further enhance its market position and competitiveness; Expand the fleet size, optimize the fleet structure and improve the global network construction; Strengthen the terminal business and realize the transformation to integrated terminal operators; Strengthen the investment in logistics business, extend and improve the business value chain; Improve the synergy between business departments; Promote the development of integrated shipping business.
◎ Shareholding of promoters and major shareholders:
Name of shareholder Number of shares held (10,000 shares) Proportion of total share capital (%) Nature of shares
China Ocean Shipping (Group) Corporation 455486.98 5 1.07 National Unit
Hong Kong Securities Clearing Company Limited 195626.64 2 1.93 circulating H shares.
1 1 monthly owners co., ltd. 13764.70 1.54 circulating H shares.
Rheinland Office Investment Co., Ltd. 13764.70 1.54 circulating H shares.
Hongkong and Shanghai Banking Corporation Limited113.50 0.01circulating H shares.
Liu Jinzhuo 80.00 0.0 1 circulating H shares.
Guangming Securities Co., Ltd. 70.00 0.0 1 circulating H shares.
Yang Bixian 68.00 0.0 1 circulating H shares.
Ren Jinming 20.00 circulating H shares
Zhuang Shichang & Hui Laina 20.00 circulating H shares
China Ocean Shipping (Group) Corporation 396075.63 63.83 National Unit
Hong Kong Securities Clearing Company Limited 195626.64 3 1.53 circulating H shares.
Rheinland Office Investment Co., Ltd. 13764.70 2.22 Circulation of H shares
1 1 month lords co., ltd. 13764.70 2.22 circulating h shares
Hongkong and Shanghai Banking Corporation Limited 1 13.50 0.02 circulating H shares.
Liu Jinzhuo 80.00 0.0 1 circulating H shares.
Guangming Securities Co., Ltd. 70.00 0.0 1 circulating H shares.
Yang Bixian 68.00 0.0 1 circulating H shares.
Zhuang Shichang & Hui Laina 20.00 circulating H shares
Shi Daoqiang 20.00 circulating H shares
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