Ping An Proposes to Issue 272 mm H Shares through Private Placement
Hong Kong, Shanghai, March 14, 2011 - Ping An Insurance (Group) Company of China, Ltd. ("Ping An", "the Company" or "the Group", stock code: HKEX2318, SSE601318) announced that it had entered into an agreement, under which it will issue 272,000,000 new H shares to Jin Jun Company Limited (金駿有限公司), an affiliate of Chow Tai Fook, at a total consideration of HK$19.448 billion (or approximately US$2.5 billion) or the equivalent of HK$71.50 per share. The Subscription Shares are to be issued under the General Mandate granted to the Directors at the annual general meeting of the Company held on 29 June 2010. The transaction will be subject to the approval of relevant regulatory authorities including the China Insurance Regulatory Commission and the China Securities Regulatory Commission.
The placement is expected to significantly enhance Ping An's capital strength, drive its sustainable and steady business growth, provide adequate funding for the rapid development of its three major business segments (i.e. insurance, banking and investment). All these will help the Group deliver sustainable and stable return to its shareholders and investors. The proceeds of the placement will be used to strengthen the capital base of Ping An, thus enabling the Group to fund the future development of its three core business segments and take advantage of opportunities to expand market share and enhance profitability. The proceeds will not be used for any acquisition.
The H-share private placement will be issued at HK$71.50 per share, which is about 90.1% (or at a discount rate of about 9.9%) of the average closing price for the 30 trading days prior to the suspension of the trading in Ping An's H shares, or a total consideration of HK$19.448 billion (US$2.5 billion). The transaction price represents a discount of 3.3% to the average closing price of Ping An's shares in the past 12 months. The number of shares to be issued accounts for approximately 3.4% of the enlarged issued share capital of the Company.
Key indicators of the financial soundness of Ping An (such as the solvency margin and capital adequacy ratio) and its subsidiaries are all above regulatory requirements. The solvency margin of Ping An, which was 218.1% as at June 30, 2010, will be significantly improved after the placement, and will thus provide better support to the Group's three core businesses going forward. The decision to raise capital takes into account the current market environment and the needs of Ping An for future growth. The Group has experienced rapid and robust business growth. The outlook of its business is positive, and the Group sees strong growth potential in its three core businesses - insurance, banking and investment - going forward. Ping An will strive to generate greater value for its shareholders by capitalizing on future development opportunities.
After almost 23 years of operating in the market, Ping An has laid a solid foundation for the continued development of its three major businesses - insurance, banking and investment, and has established a highly efficient and diversified integrated financial service platform. Going forward, the Group will put into practice its business philosophies of creating value for shareholders, optimizing its capital planning and achieving sustained and healthy growth in all business segments, with a strategic aim to become a leading international integrated financial services group.
