Xinyi Glass Holdings Limited
(Stock Code: 868)
|
Listing Date: |
3 February 2005 |
|
Offer Price: |
HK$ 1.69 - $2.04 per share |
|
Par Value: |
HK$0.10 |
|
No. of Offer Shares |
375,000,000 Shares |
|
No. of Hong Kong Public Offer Shares |
37,500,000 Shares |
|
Number of International Placing Shares |
337,500,000 Shares |
|
Market Capitalization: |
HK$2535-3060 million |
|
Sponsor: |
DBS Asia Capital Limited
Kingsway Financial Services Group Limited |
|
Chairman: |
Mr. Lee Yin Yee |
|
Fund Raising |
HK$638-765 million |
Substantial Shareholder:
Mr. Lee Realbest -26.9745% Interest
Mr. Tung Ching Bor -9.9225% Interest
Mr. Lee Sing Din -9.408% Interest
Company Subsidiaries:
Xinyi Group (Glass)Company Limited 100% Trading in Hong Kong
Xinyi Automobile Glass (Shenzhen) Co., Ltd. 100% Manufacturing in the PRC
YiDe Glass (Shenzhen) Development Co., Ltd 100% Manufacturing in the PRC
Xinyi Glass Technology (Shenzhen) Co., Ltd 100% Manufacturing in the PRC
Xinyi Curtain Wall Decorative Engineering (Shenzhen)Co., Ltd 100% Engineering in the PRC
Xinyi Ultra thin Glass (Dongguan)Co., Ltd 100% Manufacturing in the PRC
Xinyi Glass Engineering (Dongguan)Co., Ltd 100% Manufacturing in the PRC
Xinyi Automobile Glass (Donguang)Co., Ltd 100% Manufacturing in the PRC
Xinyi Automobile Parts (Wuhu)Co., Ltd 100% Manufacturing in the PRC
Xinyi Plastics Products (Shenzhen) Development Co., Ltd 100% Manufacturing in the PRC
XYG (HK) Limited 100% Manufacturing in the Hong Kong
Xinyi Automobile Glass Company Limited : 100% Trading in Hong Kong
Xinyi International Investments Limited 100%Investment Holding
Xinyi Glass (Tianjin) Co., Ltd 100% Manufacturing in the PRC
Shenzhen Yuan Sheng Long Trading Co., Ltd. 100% Trading in the PRC
COMPANY OVERVIEW
Founded in Hong Kong, the Group began the production of automobile glass products in 1989 and construction glass products in 1998. As at the Latest Practicable Date, the Group .s automobile glass products were sold to customers in approximately 80 countries and territories, including China, the U.S., Canada, Hong Kong, Australia, New Zealand, and countries and territories in the Middle East, Africa, Central and South America and Europe. The Group・s automobile glass products are also distributed in China through its distribution network. The Group believed that the Group is able to produce a variety of glass products, for automobile, construction and household applications, which are in compliance with the generally accepted international quality standards.
The customers included companies engaged in different businesses, ranging from automobile glass distributors and manufacturers, wholesalers, automobile repair service provider, motor vehicle manufacturers, construction companies and furniture and household appliance manufacturers. As at the Latest Practicable Date, the Group had established production facilities at our Shenzhen Production Complex, Dongguan Production Complex and Yuen Long Industrial Estate in Hong Kong that had in aggregate an annual designed production capacity of approximately 8.0 million pieces of automobile glass products and approximately 6.8 million sq.m. of construction glass products.
COMPETITIVE ADVANTAGES
the Group is a leading player in the aftermarket automobile glass market
the Group enjoys production cost efficiency because of its scale of production
the Group has an established and diverse customer base
the Group has adopted internationally recognized production management and quality standards
the Group has an experienced and dedicated management team
RISK FACTORS
the Group depends on certain largest suppliers
the Group has no long-term sales agreements with most of customer, allowing such customers to terminate the business relationship with the Group at any time without cause and almost immediately
the Group has limited experience in float glass production which forms part of future business plans
the Group may face antidumping investigations or trade restriction measures in the future that may affect the volume and the prices of its export sales
the Group・s future plans may strain the management resources. If the Group are not able to manage its growth effectively, it could have an adversely impact on the Group
the Group may face potential product liability claims
the Group depends on executive Directors and senior management staff
the Group・s dividend paid to existing Shareholders prior to completion of the Share Offer should not be treated as an indication of future dividend policy
Issue of new Shares under the Share Option Scheme will have dilution effect and may affect profitability
Consolidation of financial results of Xinyi Ultra-thin Glass, Xinyi Automobile Dongguan, Xinyi Engineering, Xinyi Wuhu and Xinyi Tianjin may be considered as a breach of the Capital Contribution Provisions
FINANCIAL RECORD
|
Year ended
31 Dec 2001
('000) |
Year ended
31 Dec 2002
('000) |
Year ended
31 Dec 2003
('000) |
Eight months ended
30 Aug 2004
('000) |
|
Turnover |
466,718 |
596,558 |
800,835 |
628,442 |
|
Profit before tax |
132,345 |
172,429 |
194,670 |
168,861 |
|
Net profit |
121,362 |
152,150 |
185,421 |
157,463 |
|
Total Assets |
422,455 |
692,965 |
1,029,459 |
1,429,158 |
|
Total Liabilities |
178,476 |
286,860 |
452,898 |
689,953 |
|
Total equities |
243,979 |
406,105 |
576,561 |
739,205 |
For the year ending August 31, 2004 Turnover distribution by products and services

PROFIT FORECAST
Forecast for the year ending December 31, 2004
|
Estimated consolidated profit after taxation and minority interest but before extraordinary items |
not less than HK$235 million
|
|
Estimated earnings per Share on a pro forma basis |
Approximately HK15.7 cents |
FUTURE PLANS
The Group business strategy is to maintain a balance between overseas sales and domestic sales in China of automobile glass and construction glass products. The Group will actively explore this market without compromising our strength in overseas sales. In particular, Directors believe that the China automobile glass market will continue to grow because of the continuous economic development and the increasing number of international automobile manufacturers establishing their production facilities in China. In the future, following commencement of the full commercial production at Dongguan Production Complex, the Group can integrate the production activities vertically by producing float glass for the Group・s own production requirement. In addition to automobile glass, the Group also has production facilities at Shenzhen Production Complex for the production of patterned glass principally for use in household applications.
The future development plans
- to integrate our production process vertically
- to expand our production capacity for aftermarket automobile glass
- to expand our market share in China automobile glass market
- to strengthen our sales and marketing
- to expand our research and development activities
- to acquire suitable companies in similar business
USE OF PROCEEDS
Assuming that the Over-allotment Option is not exercised, and based on the Offer Price of HK$1.865 (being the mid-point of the indicative Offer Price range between HK$1.69 and HK$2.04), the net proceeds from the Share Offer, after deduction of underwriting commission and estimated expenses payable for the Proposed Listing, are estimated to be approximately US$26.4 million (equivalent to approximately HK$664.4 million).
The Group currently intends to use such net proceeds of the Share Offer as follows:
|
upstream vertical integration by the establishment of two float glass production lines |
66.22% |
|
used to purchase machinery and equipment at Dongguan Production Complex for automobile glass and construction glass production |
9.78% |
|
for the expansion of production facilities for automobile rubber and plastic components at Shenzhen Production Complex |
1.51% |
|
for the expansion of production facilities for automobile glass products |
2.7% |
|
for strengthening research and development for glass products |
1.51% |
|
for enhancing sales and marketing activities |
1.51% |
|
for the repayment of the Term Loan Facilities |
7.53% |
|
as general working capital and for future expansion |
9.24% |
|