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CHINA RAILWAY SIGNAL & COMMUNICATION CORPORATION LIMITED Global Offering

DateTime:2015-07-29 Author: Source:789.com欢迎您网 Size:A A A

一、Highlights of the Global Offering:

. Number of Offer Shares under the Global Offering: a total of 1,750,000,000 H Shares, comprising Hong Kong Public Offer Shares of initially 87,500,000 H Shares (subject to adjustment) and International Offer Shares of 1,662,500,000 H Shares (subject to adjustment and the Over-allotment Option)

. Maximum Offer Price: HK$ 8.00 per H Share

. The Hong Kong Public Offering will commence at 9:00 a.m. on Tuesday, 28 July 2015 and is expected to close at 12:00 noon (the latest time to complete electronic applications under the White Form eIPO service is 11:30 a.m.) on Friday, 31 July 2015

. Trading of the H Shares is expected to commence on Friday, 7 August 2015

. The stock code of China Railway Signal & Communication Corporation Limited on the Main Board of the Stock Exchange of Hong Kong Limited is 3969.

. Citigroup Global Markets Asia Limited, Morgan Stanley Asia Limited and UBS Securities Hong Kong Limited are the Joint Sponsors; Macquarie Capital Securities Limited is the Financial Advisor; Citigroup Global Markets Asia Limited, Morgan Stanley Asia Limited, UBS AG Hong Kong Branch, Macquarie Capital Securities Limited, BOCI Asia Limited, Goldman Sachs (Asia) L.L.C. and China Merchants Securities (HK) Co., Limited are the Joint Global Coordinators; Citigroup Global Markets Asia Limited (in relation to Hong Kong Public Offering), Citigroup Global Markets Limited (in relation to International Offering), Morgan Stanley Asia Limited (in relation to Hong Kong Public Offering), Morgan Stanley & Co. International plc (in relation to International Offering), UBS AG Hong Kong Branch, Macquarie Capital Securities Limited, BOCI Asia Limited, Goldman Sachs (Asia) L.L.C., China Merchants Securities (HK) Co., Limited, CMBI International Capital Corporation Limited and Haitong International Securities Company Limited are the Joint Bookrunners and the Joint Lead Managers.

二、(27 July 2015 - Hong Kong) China Railway Signal & Communication Corporation Limited* ( “CRSC” or “the Company”, Stock Code: 3969) today announced details of its global offering (the “Global Offering”) and its proposed listing on the Main Board of The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”). The Hong Kong Public Offering will commence on 28 July 2015, and the trading of the H shares of the Company (the “H Shares”) is expected to commence on 7 August 2015.

CRSC is a large state-owned enterprise supervised by SASAC, and it has been the largest rail transportation control system solution provider in the world in terms of revenue since 2009. The Company has the following three main business lines: design and integration, equipment manufacturing and system implementation of rail transportation control systems. With a strong focus on product design and R&D and through its “three-in-one” business model, the Company has become the only rail transportation control system solution provider in the world who is capable of independently providing the entire suite of products and services with competitive advantages across the industry value chain. The Company had 700 registered patents and 186 pending patent applications as of the Latest Practicable Date and had led the formulation of predominantly all industry standards for rail transportation control systems in the PRC. The Company has industry-leading design and R&D capabilities for rail transportation control system and the world-leading equipment manufacturing capability, and provides rail transportation control system products and services to its domestic and international customers.

The Global Offering initially comprises a total of 1,750,000,000 H Shares, approximately 5% of which, or 87,500,000 H Shares (subject to adjustment) will be initially offered in the Hong Kong Public Offering and approximately 95%, or 1,662,500,000 H Shares (subject to adjustment and the Over-allotment Option), will initially be offered in the International Placing. The offer price is expected to be no less than HK$6.30 per H Share and no more than HK$8.00 per H Share. The stock code of CRSC is 3969. Its H Shares will be traded on the Main Board of the Hong Kong Stock Exchange in board lots of 1,000 H Shares each.

The Hong Kong Public Offering will commence at 9:00 a.m. on Tuesday, 28 July 2015 and is expected to close at 12:00 noon (the latest time to complete electronic applications under the White Form eIPO service is 11:30 a.m.) on Friday, 31 July 2015. Trading of the H Shares on the Main

Board of the Hong Kong Stock Exchange is expected to commence on Friday, 7 August 2015.

The Company intends to apply the net proceeds from the Global Offering for the following purposes:

. approximately 30% (equivalent to approximately HK$3,668.0 million) will be used for long-term R&D, among which, 72% will be used on the R&D investment for railway and urban transit control systems and the establishment of relevant research centers, 15% on the R&D of communication information technology, 7% on the R&D of modern tram technologies and 6% on others;

. approximately 20% (equivalent to approximately HK$2,445.3 million) will mainly be used for fixed asset investments; CRSC plans to take the opportunity to relocate its current production bases and upgrade equipment for better product quality assurance. The Company also plans to further expand its business into fields such as Smart Cities and electronic information, to complement its industry value chain, to fulfill its corporate development strategies and to meet the market demands;

. approximately 20% (equivalent to approximately HK$2,445.3 million) will be used for general domestic and overseas acquisitions; in particular, the Company will focus its efforts in European and North America market;

. no more than 20% (equivalent to approximately HK$2,445.3 million) will be used for investment in rail transportation PPP projects that are in compliance with the government policies; and

. no more than 10% (equivalent to approximately HK$1,222.7 million) will be used to supplement working capital.

CRSC has a leading advantage in the industry. It is the largest rail transportation control system solution provider in the world in terms of revenue since 2009 and a pioneer and market leader in the PRC rail transportation control system industry, and a key enterprise to ensure the safe and efficient operation of rail transportation in the PRC. In addition, the Company’s world-leading and comprehensive R&D capabilities and technologies have solidified prominent position in the industry. Its strategic coverage of rail transportation network in the PRC underpins the dominant market position and significant first-mover advantages, which enables the Company to benefit from the abundant market opportunities of the construction, maintenance and upgrade of rail transportation control systems in the PRC. As a leader in providing specialized one-stop solutions in the rail transportation control system sector, CRSC is the only company in the world that can independently provide an entire suite of products and services covering the whole industry value chain. CRSC’s rail transportation control system solutions and core products have a sound record of safety and reliability. It has an experienced management team with outstanding track records and prominent industry expertise, and a distinctively robust talent pool in the industry.

Looking forward, the Company intends to continue to optimize its R&D system to ensure commercialization of research achievements, so as to solidify and strengthen industry leadership, and expand the industry value chain and enhance capability to provide one-stop solutions; enter

into new business segments and diversify the application of technologies; grow international business and expand business presences in overseas markets; promote comprehensive business lines through expanding general project management business and enhancing capital management capabilities, at the same time, further enhance management efficiency and cultivate excellent corporate culture.

三、About China Railway Signal & Communication Corporation Limited* (Stock Code: 3969)

China Railway Signal & Communication Corporation Limited* (“CRSC” or “the Company”) is the largest rail transportation control system solution provider in the world in terms of revenue since 2009. It derives revenue mainly from the PRC. CRSC is a pioneer and market leader in the PRC rail transportation control system industry and, as a state-owned enterprise, a key enterprise to ensure the safe and efficient operation of rail transportation in the PRC. As of March 31, 2015, the Company was the sole supplier of the train dispatch and command system of the National Railway Dispatch and Command Center, and the Company’s core control system products was widely used in railway networks across the PRC. With relentless focus on technology as the core of its business, the Company had 700 registered patents and 186 pending patent applications as of the Latest Practicable Date, and had led the formulation of predominantly all the industry standards for rail transportation control systems in the PRC. The Company provides specialized one-stop solution of design and integration, equipment manufacturing and system implementation services for rail transportation control systems to the customers. Through “three-in-one” business model, CRSC has become the only rail transportation control system solution provider in the world that is capable of independently providing the entire suite of products and services with competitive advantages across the whole industry chain.

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