Hong Kong Exchanges and Clearing limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever f or any loss howsoever arising from
Hong Kong Exchanges and Clearing limited and The Stock Exchange of Hong Kong Limited take no
responsibility for the contents of this announcement, make no representation as to its accuracy or
completeness and expressly disclaim any liability whatsoever f or any loss howsoever arising from
or in reliance upon the whole or any part of the contents of this announcement.
This announcement is for information purposes only and does not constitute an invitation or offer
to acquire, purchase or subscribe for securities.
This announcement does not constitute or form part of and should not be construed as, directly or
indirectly, an offer to sell or issue or the solicitation to buy or acquire securities of the Company or
any of its subsidiaries or affiliates in an y jurisdiction or an inducement to enter into investment
activity. In particular, this announcement and the information contained herein are not an offer to
sell or issue or solicitation to buy or acquire the Bonds in the United States. The Bonds have not
been, and will not be, registered under the United States Securities Act of 1933, as amended (the
“Securities Act”), or the securities laws of any state of the United States or other jurisdiction and
may not be offered or sold within the United States, exc ept in certain transactions exempt from, or
not subject to, the registration requirements of the Securities Act. No public offer of securities is to
be made by the Company in the United States.
CHINA GOLD INTERNATIONAL RESOURCES CORP . LTD.
中 國 黃 金 國 際 資 源 有 限 公 司
(a company incorporated under the laws of British Columbia, Canada with limited liability)
(Hong Kong Stock code: 2099)
(Toronto Stock code: CGG)
OVERSEAS REGULATORY ANNOUNCEMENT
Vancouver –The Board of Directors of China Gold International Resources Corp. Ltd. (TSX: CGG; HKEx: 2099)
is pleased to announce that on June 16, 2020, the Company, its wholly -owned subsidiary, Skyland Mining
(BVI) Limited and the Joint Bookrunners and Joint Lead Managers, have entered into a subscription
agreement pursuant to which the Issuer has agreed to offer and issue, and the Joint Bookrunners and Joint
Lead Managers have agreed, severally and not jointly, to subscribe or to procure subscribers for bonds in an
aggregate principal amount of US$ 300 million at an issue price of 99.886% bearing interest at the rate of
2.80% with a maturity date of June 23 , 202 3. The Bonds are expected to be rated BBB - by Standard &
Poor’s.
Please see the attached announcement for more details.
By Order of the Board
China Gold International Resources Corp. Ltd.
Mr. Liangyou Jiang
Chairman and Chief Executive Officer
Hong Kong, 17 June 2020
As at the date of this announcement, the Board of Directors of the Company comprises of Mr. Liangyou
Jiang, Mr. Shiliang Guan, Mr. Weibin Zhang and Ms. Na Tian as Executive Directors, Mr. Junhu Tong as Non-
Executive Director, and Mr. Ian He, Mr. Wei Shao, Dr. Bielin Shi and Ms. Ruixia Han as Independent Non -
Executive Directors.
China Gold International
Resources Corp. Ltd.
______
Tel: 604-609-0598 Fax: 604-688-0598 E-mail: [email protected], www.chinagoldintl.com
3 Suite 660, One Bentall Centre
505 Burrard Street, Box 27
Vancouver, BC
Canada V7X 1M4
China Gold International Resources Announces the Issuance of
US$300 Million Corporate Bond.
VANCOUVER June 16, 2020 – The Board of Directors of China Gold International Resources Corp. Ltd. (TSX:
CGG; HKEx: 2099) (the “Company”, the “Guarantor” or “China Gold International Resources”) is pleased to
announce that on June 16, 2020, the Company, its wholly -owned subsidiary, Skyland Mining (BVI) Limited
(the “Issuer”) and the Joint Bookrunners and Joint Lead Managers (as defined below), have entered into a
subscription agreement (the “ Subscription Agreement”) pursuant to which the Issuer has agreed to offer
and issue (the “Offer”) , and the Joint Bookrunners and Joint Lead Managers have agreed, severally and not
jointly, to subscribe or to procure subscribers for bonds in an aggregate principal amount of US$300 million
at an issue price of 99.886% (the “Bonds”) bearing interest at the rate of 2.80% with a maturity date of June
23, 2023. The Bonds are expected to be rated BBB- by Standard & Poor’s.
The Bonds will be unconditionally and irrevocably guaranteed by the Company.
The net proceeds of the Offer will be used for repaying existing indebtedness and general corporate
purposes in accordance with PRC Law and the registration certificate from the National Development and
Reform Commission of the PRC . The Joint Bookrunners and Joint Lead Managers are Bank of China (Hong
Kong) Limited, China International Capital Corporation Hong Kong Securities Limited, China Construction
Bank (Asia) Corporation Limited, Citigroup Global Market s Limited, Guotai Junan Securities ( Hong Kong)
Limited, Shanghai Pudong Development Bank Co., Ltd., Hong Kong Branch, Silk Road International Capital
Limited and Standard Chartered Bank. The Bonds are not being and will not be sold, issued, delivered or
offered directly or indirectly in Can ada or to, or for the benefit of, any resident of Canada, or for others to
resale, directly or indirectly, in Canada or to, or for the benefit of, any resident of Canada, except as
otherwise permitted under applicable Canadian laws and regulations. An appl ication will be made to The
Stock Exchange of Hong Kong Limited and the Chongwa (Macao) Financial Asset Exchange Co., L imited for
the listing of, and permission to deal in the Bonds by way of debt issues to qualified professional investors
only and such pe rmission is expected to become effective on or about June 24, 2020. The Bonds and the
guarantee have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the
“U.S. Securities Act ”), and may not be offered or sold within th e United States except in certain
transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act. None
of the Bonds will be offered to the public in Hong Kong other than to “professional investors” as defined in
the S ecurities and Futures Ordinance (Cap. 571) of Hong Kong or in Macau other than to “professional
investors” as defined in Section 11 of the Guideline on Provision and Distribution of Financial Products by
Monetary Authority of Macao.
About China Gold International Resources
China Gold International Resources Corp. Ltd. is based in Vancouver, BC, Canada and operates both
profitable and growing mines, the CSH Gold Mine in Inner Mongolia Autonomous Region, and the Jiam a
Copper-Gold Polymetallic Mine in Tibet Autonomous Region of the People’s Republic of China. The
Company’s objective is to continue to build shareholder value by growing production at its current mining
operations, expanding its resource base, and aggress ively acquiring and developing new projects
internationally. The Company is listed on the Toronto Stock Exchange (TSX: CGG) and the Main Board of The
Stock Exchange of Hong Kong Limited (HKEx: 2099).
China Gold International
Resources Corp. Ltd.
______
Tel: 604-609-0598 Fax: 604-688-0598 E-mail: [email protected], www.chinagoldintl.com
4 Suite 660, One Bentall Centre
505 Burrard Street, Box 27
Vancouver, BC
Canada V7X 1M4
For additional information on China Gold International R esources Corp. Ltd., please refer to its SEDAR
profile at www.sedar.com or contact Tel: 604‐609‐0598, Email: [email protected], website:
www.chinagoldintl.com
Cautionary Note About Forward-Looking Statements
Certain information regarding China Gold International Resources contained herein may constitute forward -looking
statements within the meaning of applicable securities laws. Forward -looking statements may include estimates, plans,
expectations, opinions, forecasts, projections, guidance or other statements that are not statements of fact. Although
China Gold International Resources believes that the expectations reflected in such forward -looking statements are
reasonable, it can give no assurance that s uch expectations will prove to have been correct. China Gold International
Resources cautions that actual performance will be affected by a number of factors, most of which are beyond its
control, and that future events and results may vary substantially f rom what China Gold International Resources
currently foresees. Factors that could cause actual results to differ materially from those in forward -looking statements
include market prices, exploitation and exploration results, continued availability of cap ital and financing and general
economic, market or business conditions. The forward -looking statements are expressly qualified in their entirety by
this cautionary statement. The information contained herein is stated as of the current date and subject to change
after that date.