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🇭🇰 港交所ZHAOJIN MININGDoubao · 实盘不做把握 8/10不做原因:标的无直接敞口
北京时间·🕒 发布 16:59:00时区推断·⟳ 抓取 16:59:32·⚡ 决策 10-15 17:01:04 +1m32s·12.1 天前

招金矿业续期向瑞海矿业提供的14亿元关联贷款五年,利率统一上调至4.75%

这是对2021/2022年已发放存量贷款的例行续期,不新增出资;两笔贷款加息(3.95%→4.75%、4.24%→4.75%)对应年增量利息收入约600万×0.80%+600万×0.51%≈786万元人民币,对招金矿业(市值数百亿港元级黄金生产商)属可忽略量级;同时续期五年反映瑞海金矿仍在建设、回款延后,属轻微资金占用信号而非已确认减值。关连交易比例低于5%、豁免股东批准,无surprise,多空均无edge。

📄 原文ZHAOJIN MINING↗ 原文
CONNECTED TRANSACTION LOAN RENEWAL AGREEMENT IN RELATION TO FINANCIAL ASSISTANCE TO RUIHAI MINING
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the con…
不做 招金矿业(01818.HK)
14亿元存量贷款例行展期五年、不新增出资;加息带来年增量利息收入仅约786万元人民币,相对公司盈利与市值可忽略;属0.1%-5%比例、豁免独立股东批准的程序性关连交易,无预期差与价格催化,多空均无edge
展开详情(成交明细 / 研究档案 / 原文全文 / 决策记录链)

研究档案

结论摘要

招金矿业将向并表子公司瑞海矿业的14亿元存量贷款展期五年、利率统一至4.75%,年增利息收入仅约786万元,且为豁免独立股东批准的例行关连交易,对盈利与估值无实质影响,不构成可交易催化。

🔎 新鲜度:最早出现 2026-10-15 · 扩散 low · price-in 风险 low ↗

主要风险

  • 瑞海金矿仍处建设期、贷款两度展期至2031/2032年,若项目投产或回款持续不及预期,14亿元贷款未来存在减值可能,但本次公告无违约或减值事实
  • 资金被关联金矿项目长期占用,且少数权益方为主要股东紫金矿业,关联交易公允性依赖董事会判断(已豁免独立股东批准)

反向证据

  • 做多前查反向 · 来源 filing · 日期 2026-10-15 · 影响 none
    公告自述金矿项目仍在建设中、需要续期保投产,提示资金占用与回款延后,但未披露违约、逾期或减值,不构成长多逻辑也不构成净利空
    检索:招金矿业 瑞海矿业 贷款 减值 项目延期 风险 原文 ↗

先例如何影响了这次决策

对本次决策的影响:不改变结论:materiality极低,多空均不做

方向:无可参照先例;此类低于5%比例、豁免股东批准的例行关连贷款续期在港股通常不产生系统性价格反应

涨幅量级:增量利息收入约786万元/年,量级本身决定即使有反应也接近噪声,无需用先例校准幅度

形态:未检索同类先例;程序性关连交易公告一般无方向性交易模式

工具执行结果 · 成功 1 · 降级 0 · 失败 0 · 取消 0
  1. search_processed_events 成功 stock_tools HTTP · 13 ms
    {"result": "search_processed_events:agent query=`zhaojin mining ruihai mining loan renewal agreement 4.75% | 招金矿业 山东瑞银 财务资助 续期五年 关连交易 | 招金矿业 瑞海矿业 贷款续期 14亿`;结构化索引覆盖完整 72 小时;旧记录兼容扫描近 0.0/72 小时、0 条本臂决策(完整),返回 0 条候选。未命中只表示这些 agent query 表达式没有召回候选,不能据此证明消息首发或不是重复;按当前事件继续正常研判。"}

原文全文

展开原文 · 11,375 字
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 for any loss
howsoever arising from or in reliance upon the whole or any part of the contents of this
announcement.

ZHAOJIN MINING INDUSTRY COMPANY LIMITED*
招金礦業股份有限公司
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1818)

CONNECTED TRANSACTION
LOAN RENEWAL AGREEMENT IN RELATION TO
FINANCIAL ASSISTANCE TO RUIHAI MINING
LOAN RENEWAL AGREEMENT
On 15 October 2026, the Company and Ruihai Mining entered into the Loan Renewal
Agreement, pursuant to which the Company agreed, among other things: (i) to renew the
maturity date of the Original Loans (as defined below) provided to Ruihai Mining by five
years; and (ii) to uniformly adjust the annual interest rate of the Original Loans (as defined
below) to 4.75% per annum.
LISTING RULES IMPLICATIONS
As at the date of this announcement, Ruihai Mining is wholly owned by Shandong Ruiyin,
another non-wholly-owned subsidiary of the Company. Shandong Ruiyin is owned by
the Company as to 70% and by Zijin Mining (through Zijin Investment) as to 30%. Zijin
Mining is a substantial Shareholder of the Company. Pursuant to Rules 14A.07 and
14A.16 of the Listing Rules, (i) Zijin Investment (an indirect wholly-owned subsidiary
of Zijin Mining) is a connected person of the Company; and (ii) Shandong Ruiyin and
Ruihai Mining are both connected subsidiaries and connected persons of the Company.
Accordingly, the transactions contemplated under the Loan Renewal Agreement constituted
connected transactions of the Company under Chapter 14A of the Listing Rules. As the
highest applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in
respect of the transactions contemplated under the Loan Renewal Agreement exceed 0.1%
but less than 5%, the transactions contemplated under the Loan Renewal Agreement are
subject to the reporting and announcement requirements but are exempt from the circular
(including independent financial adviser’s advice) and independent Shareholders’ approval
requirements under Chapter 14A of the Listing Rules.

–1–

I.

INTRODUCTION
Reference is made to the announcement of the Company dated 31 July 2023 in relation
to the financial assistance provided by the Company to Ruihai Mining. On 29 November
2022 and 29 December 2022, the Company provided the First Loan and the Second Loan
to Ruihai Mining with principal amounts of RMB600,000,000 and RMB600,000,000,
respectively. The principals of such loans were fully drawn down on 30 November 2022
and 30 December 2022, respectively. The original maturity date of the First Loan is
30 November 2026, and its original interest rate is 3.95% per annum; and the original
maturity date of the Second Loan is 30 December 2027, and its original interest rate is
4.24% per annum.
In addition, on 15 October 2021, the Company provided a loan of RMB200,000,000
to Ruihai Mining, which remains outstanding as at the date of this announcement (the
“Previous Loan”, together with the First Loan and the Second Loan, the “Original
Loans”). The principal of the Previous Loan was fully drawn down on 18 October 2021,
its original maturity date is 15 October 2026, and its original interest rate is 4.75% per
annum.
On 15 October 2026, the Company and Ruihai Mining entered into the Loan Renewal
Agreement, pursuant to which the Company agreed, among other things: (i) to renew the
maturity date of the Original Loans provided to Ruihai Mining by five years; and (ii) to
uniformly adjust the interest rate of the Original Loans to 4.75% per annum.

II.

LOAN RENEWAL AGREEMENT
Principal terms of the Loan Renewal Agreement are summarised as follows:
Date of agreement

15 October 2026

Parties

the Company (as the lender); and
Ruihai Mining (as the borrower)

Amount

Previous Loan: RMB200,000,000;
First Loan: RMB600,000,000;
Second Loan: RMB600,000,000;
Total: RMB1,400,000,000.

Interest rate

4.75% per annum. The interest rate was determined by
the Company after taking into account (i) the prevailing
interest rates of similar commercial loans available to
the Group at the relevant time of the provision of the
loans; and (ii) the prevailing interest rates of similar
commercial loans provided by commercial banks at the
relevant time of the provision of the loans, and after
arm ’s length negotiations with Ruihai Mining. The
finance department of the Company has also compared
the terms of the loans with those of similar commercial
loans provided by commercial banks and available to
the Group prior to the provision of the loans.

–2–

Purpose of the loans

The loans shall be used for the purpose of providing
working capital to Shandong Ruiyin and Ruihai Mining
and refinancing the debts of Shandong Ruiyin and
Ruihai Mining, both were related to the construction
and development of their gold mining project.

Term

Previous Loan: from 18 October 2021 to 15 October
2031;
First Loan: from 30 November 2022 to 30 November
2031;
Second Loan: from 30 December 2022 to 30 December
2032.

III. INFORMATION OF THE PARTIES TO THE FINANCIAL ASSISTANCE
The Company
The Company is a joint stock limited company incorporated in the PRC on 16 April
2004 and the shares of which are listed on the Main Board of Hong Kong Stock
Exchange (Stock Code: 1818). The Company and its subsidiaries are principally engaged
in gold exploration, mining, ore processing and smelting, as well as processing and sale
of by-products in the PRC.
Ruihai Mining
Ruihai Mining is a limited liability company incorporated in the PRC on 14 September
2009. Ruihai Mining is principally engaged in the technical development and sale of
metal ore products and the provision of geological exploration technical services in the
PRC. As at the date of this announcement, Ruihai Mining is wholly owned by Shandong
Ruiyin, another non-wholly-owned subsidiary of the Company.
IV.

LISTING RULES IMPLICATIONS
As at the date of this announcement, Ruihai Mining is wholly owned by Shandong
Ruiyin, another non-wholly-owned subsidiary of the Company. Shandong Ruiyin is
owned as to 70% by the Company and 30% by Zijin Mining (through Zijin Investment).
Zijin Mining is a substantial Shareholder of the Company. Pursuant to Rules 14A.07
and 14A.16 of the Listing Rules, (i) Zijin Investment (an indirect wholly-owned
subsidiary of Zijin Mining) is a connected person of the Company; and (ii) Shandong
Ruiyin and Ruihai Mining are both connected subsidiaries of and connected persons
of the Company. Accordingly, the transactions contemplated under the Loan Renewal
Agreement constitute connected transactions of the Company under Chapter 14A of the
Listing Rules. As the highest applicable percentage ratios (as defined under Rule 14.07
of the Listing Rules) in respect of the transactions contemplated under the Loan Renewal
Agreement exceed 0.1% but less than 5%, the transactions contemplated under the
Loan Renewal Agreement are subject to the reporting and announcement requirements
but are exempt from the circular (including independent financial adviser’s advice) and
independent Shareholders’ approval requirements under Chapter 14A of the Listing
Rules.

–3–

V.

REASONS FOR AND BENEFITS OF THE FINANCIAL ASSISTANCE
As at the date of this announcement, the Original Loans granted by the Company to
Ruihai Mining are due to mature successively, while the gold mining project operated by
Ruihai Mining is still under construction, and its timely commencement of production is
of significant importance to the Company. After taking into account the actual funding
requirements for the construction of the gold mining project, the repayment ability of
Ruihai Mining and the overall interests of the Group, the Company decided to renew
each of the Original Loans for five years. In addition, pursuant to the Loan Renewal
Agreement, the interest rates of the Original Loans are uniformly adjusted to 4.75%.
The interest rates of the First Loan and the Second Loan are increased from 3.95% and
4.24% to 4.75%, respectively, which will help increase the Company’s interest income
and return on funds. At the same time, the loan renewal arrangement will help stabilise
the funding of Ruihai Mining and ensure the continued advancement of the construction
of the gold mining project.
Based on the above, the Directors are of the view that the transactions under the Loan
Renewal Agreement were entered into in the ordinary and usual course of business of
the Company, the terms of which were fair and reasonable and in the interest of the
Company and the Shareholders as a whole.

DEFINITIONS
Unless otherwise defined, the following expressions in this announcement shall have the
following meanings:
“Board”
“Company”

the board of Directors
Zhaojin Mining Industry Company Limited*(招金礦業股
份有限公司), a joint stock limited company incorporated in
the PRC, whose shares are listed on the Main Board of the
Hong Kong Stock Exchange (stock code: 1818)

“connected person(s)”

has the meaning ascribed to it under the Listing Rules

“connected transaction(s)”

has the meaning ascribed to it under the Listing Rules

“Directors”

directors of the Company

“First Loan”

a loan provided by the Company to Ruihai Mining
on 29 November 2022 with the principal amount of
RMB600,000,000

“Group”

the Company and its subsidiaries

“Hong Kong”

the Hong Kong Special Administrative Region of the PRC

–4–

“Listing Rules”

the Rules Governing the Listing of Securities on The Stock
Exchange of Hong Kong Limited

“PRC”

the People’s Republic of China, excludes Hong Kong, Macau
Special Administrative Region and Taiwan region

“RMB”

Renminbi, the lawful currency of the PRC

“Ruihai Mining”

“Second Loan”

“Shandong Ruiyin”

Laizhou Ruihai Mining Industry Company Limited* (萊
州市瑞海礦業有限公司), an indirect non-wholly-owned
subsidiary of the Company
a loan provided by the Company to Ruihai Mining
on 29 December 2022 with the principal amount of
RMB600,000,000
Shandong Ruiyin Mining Industry Company Limited*(山東
瑞銀礦業發展有限公司), a non-wholly-owned subsidiary
of the Company

“Shareholder(s)”

holder(s) of share(s) of the Company

“Hong Kong Stock
Exchange”

The Stock Exchange of Hong Kong Limited

“Zijin Investment”

“Zijin Mining”

“%”

Zijin Mining Group Southern Investment Co., Ltd.*(紫金
礦業集團南方投資有限公司), a limited liability company
incorporated in the PRC and a wholly-owned subsidiary of
Zijin Mining
Zijin Mining Group Co., Ltd.*(紫金礦業集團股份有限公
司), a joint stock limited company incorporated in the PRC,
whose shares are listed on the Main Board of the Hong Kong
Stock Exchange (stock code: 2899) and the Shanghai Stock
Exchange (stock code: 601899), respectively
per cent
By order of the Board
Zhaojin Mining Industry Company Limited*
Wang Leyi
Chairman

Zhaoyuan, the PRC, 15 October 2026

As of the date of this announcement, the Board comprises: executive Directors: Mr. Wang
Leyi, Mr. Li Guanghui, Mr. Duan Lei, Mr. Wang Ligang and Mr. Wang Peiwu; non-executive
Directors: Mr. Long Yi and Mr. Luan Wenjing; and independent non-executive Directors:
Ms. Chen Jinrong, Mr. Choy Sze Chung Jojo, Mr. Wei Junhao and Mr. Shen Shifu.
* For identification purpose only

–5–

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