IMPORTANT: If you are in any doubt about the contents of this prospectus, you should seek independent professional advice. CHOW TAI FOOK. FUTURES ORDINANCE (CHAPTER OF THE LAWS OF HONG KONG) ARE CONTAINED IN THE PROSPECTUS OF THE COMPANY. CHOW TAI FOOK. HONG KONG) WILL BE CONTAINED IN THE PROSPECTUS OF THE COMPANY. Chow Tai Fook offers 1,,, shares for up to HK$ billion (Hong Kong, 4 December ) Chow Tai Fook Jewellery Group.
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The experience of Ste Hedging with Chinese M Options on Stock Prospectu If you are in any doubt about the contents of this prospectus, you should seek independent professional advice.
Nominal value Stock code: Joint Global Coordinators Joint Sponsors in alphabetical order Joint Bookrunners in alphabetical order Financial Advisers Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this prospectus, 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 prospectus.
The Securities and Futures Commission and the Registrar of Companies in Hong Kong take no responsibility as to the contents of this prospectus or any other documents referred to above. The Offer Shares have not been and will not be registered under prospecfus US Securities Act or any state securities law in the United States and may not be offered, sold, pledged or transferred within the United States, except that Offer Shares may be offered, sold or delivered i to QIBs in reliance on an exemption from registration under the US Pgospectus Act provided by, and in accordance with the restrictions of, Rule A or another exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act proapectus ii outside the United States in offshore transactions in accordance with Regulation S.
The obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement are subject to termination by the Joint Global Coordinators on behalf of the Underwriters if certain grounds arise prior to 8: Application lists open 3. Application lists close 3.
Expected Price Determination Date. Despatch of Share certificates on pgospectus before 5. Dealings in the Shares expected to commence on. If you have already submitted your application rai obtained a payment reference number from the designated website prior to Investors who trade Shares on the basis of publicly available allocation ttai or prior to the receipt of the Share certificates do so entirely at their own risk.
We have not authorised anyone to provide you with information that is different from what is contained in this prospectus. Any information or representation not made in this prospectus must not be relied on by you as having been authorised by us, the Joint Global Coordinators, the Joint Bookrunners, the Joint Sponsors, any of the Underwriters, any of our or their respective directors, officers or representatives or any other person involved in the Global Offering.
Information about the Global Offering.
Directors and Honorary Advisers. Parties Involved in the Global Offering. History and Corporate Structure. Relationship with our Controlling Shareholders. Directors and Senior Management. Future Plans and Use of Proceeds. Structure of the Global Offering.
Appendix V — Statutory and General Information. Since it is a summary, it does not contain all the information that may be important to you. You should read the prospectus in its entirety before you decide whether to invest in the Offer Shares.
We believe that our brand is recognised for its trustworthiness and authenticity, and that our products are known for their design, quality and value. Our wide range of jewellery products encompasses different raw materials as well as a range of product designs from classic to contemporary and spans the mass luxury market to high-end luxury market.
We have an extensive retail network, with 1, jewellery points of sale and 85 watch points of sale as at 30 September Our self-operated and franchised POS are strategically located in densely populated areas and prime shopping districts, thereby efficiently maximising our brand exposure and recognition.
As at 30 Septemberwe had franchised POS which were operated by over franchisees, and amongst our self-operated POS, we had joint-venture POS which were operated by over 20 joint-venture partners.
We select our franchisees carefully and require our franchisees to operate the franchised POS according to our standards and consistent with our branding and marketing guidelines. We monitor the sales performance and inventory level of our franchised POS and also provide staff training. We have an effective vertically integrated business model that gives us centralised and tight control over our processes, from raw material procurement, design, production and marketing to sales through our extensive retail network.
We have an award-winning in-house design team, two specialised procurement departments and a total of twelve factories, nine jewellery factories and three diamond cutting and polishing factories. Our design team, procurement departments and factories employ over 6, employees. We also benefit from operational efficiencies that often translate into more competitive pricing for our products, which benefits our customers as well as attracts more customers, both new and repeat customers, to buy our products.
The following table sets forth our turnover by distribution channel and the percentage contribution to our total turnover for the years and periods indicated.
The following table sets forth turnover by geographical segments and the percentage contribution of each segment to our total turnover for the years and periods indicated. Hong Kong, Macau and other Asian markets 1. Our turnover increased by Correspondingly, our profit for the year increased by We believe we were one of the first in Hong Kong and Macau to launch These inspire allegiance towards the Company amongst the new and existing management members and employees.
Jewellery and watch markets 1. Total The Group 2. We achieved Same Store Sales Growth of Currently, we have penetrated into only less than half of the cities including municipalities, prefecture-level cities and countylevel cities in the PRC and envision huge potential in the Greater China market.
With plans to reach over 2, jewellery POS bywe aim to open a net of approximately jewellery POS per year, by opening wholly-owned POS and collaborating with joint-venture partners and franchisees to leverage on their local relationships. We will also invest in and continue to improve our design and production capabilities. For those POS which sell both jewellery products and watches, we aim to increase cross-selling in order to maximise Same Store Sales.
We believe the above measures, building on our competitive strengths, will allow us to achieve substantial growth. We aim to sustain our growth through, among others, POS expansion, Same Store Sales growth and continual enhancement of our product portfolio.
You should read that entire section carefully before you decide to invest in the Offer Shares.
Chow Tai Fook Jewellery Group Limited – Investor Relations > Investor FAQ
We manage commodity price risks mainly by hedging gold price fluctuations through gold loan arrangements and bullion forward contracts, and passing on price increases to our customers through higher selling prices.
Changes in the fair value of gold loans and bullion forward contracts affect the cost of goods sold as they reflect our methods to hedge the risk of price changes in our gold inventory. Our sales may be affected by seasonality as a result of the event-driven nature of the jewellery retail business.
Owners of the Company. Change in working capital usage. Net cash from used in operating activities. Net cash used in from investing activities. Net cash from used in financing activities. Net decrease increase in cash and cash equivalents. Effect of foreign exchange rate changes. Net proceeds to chw Company from the issue of new Shares: Offer Price per Share Board lot Offering structure: Forecast consolidated profit attributable to the owners of cho Company for the year ending 31 March 1.
Unaudited forecast earnings per Share on a pro forma basis for the year ending 31 March 2. The number of Shares used in this calculation includes the Shares in issue as at the date of this prospectus and the Shares to be issued ati to the Global Offering but excludes any Shares which may be issued prospecfus to the exercise of any options which may be granted under the Share Option Scheme or the issue mandate, or any Shares which may be repurchased pursuant to the repurchase mandate.
The Interim Dividend will be paid out of our distributable profits and will be financed by our cash flows from our operations or available internal cash resources. We are satisfied, after due and careful inquiry, that after the payment of the Interim Dividend, we will have sufficient working capital available to satisfy our requirements for at least 12 months after the Porspectus.
These statements are based on many assumptions regarding our present and future business strategy and the environment in which we will operate in the future. These forward-looking statements reflect our current views with tsi to future events fookk not a guarantee of future performance.
Forward-looking statements are subject to certain gai and unknown risks, uncertainties and assumptions, including the risk factors described in this prospectus, which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements.
These factors include, among others, the risks associated with: Subject to the requirements of applicable laws, rules and regulations, we do not have any and undertake no obligation to update or otherwise revise the forward-looking statements in this prospectus, whether as a result of new information, future events or developments or otherwise.
As a result of these and other risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this prospectus might not occur in the way we expect or at all. Accordingly, you should not place undue reliance on any forward-looking information. All forwardlooking statements contained in this prospectus are qualified by reference to the cautionary statements set out in this section.
In this prospectus, statements of or references to our intentions or that of any of our Directors are made chlw of the date of this prospectus. Txi such intentions may change in light of future developments. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this prospectus is accurate and complete in all material respects and prospectuz misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this prospectus misleading.
No representation is made that there has been no taj or development reasonably likely to involve a change in our affairs since the date of this prospectus or imply that the information contained in this prospectus is correct as of any prrospectus subsequent to the date of this prospectus. No responsibility is accepted by us or by any of the Relevant Parties for any tax effects or liabilities resulting from the subscription for, purchase, holding or disposing of, or dealing in, the Shares or your exercise of any rights attaching to the Shares.
You should consider carefully fhow the information set out in this prospectus and, in particular, the risks and uncertainties described below before making an investment in the Shares. The occurrence of any of the following events could harm us.
If any of tqi events occur, the trading price of the Shares could decline and you pprospectus lose all or part of your ptospectus. We derive substantially all of our turnover from sales of our jewellery products, which rely on the strength of our brand. The strength choq our brand is based prozpectus our reputation for providing authentic and high quality products with superior craftsmanship, complemented by consistent customer service across all of our POS.
Our image is also built on our ability to control the perception of our brand, our product designs, the materials used to make our products, the presentation and quality of our products, the image of the stores in which our products are sold and the effectiveness of our brand messaging. Failure to manage any of the cjow factors or the failure of our promotion and rpospectus activities to distinguish and further strengthen our brand could adversely affect the value and perception of our brand and image, as well as our ability to maintain existing or attract new customers.
In addition, any failure to maintain effective quality control over our products could adversely affect our reputation and brand. Challenging economic conditions and economic uncertainty over a prolonged period of time could adversely affect our sales or growth.
We are a retailer of discretionary products and our turnover is particularly sensitive to changes in economic conditions and consumer confidence, especially those in the PRC, Hong Kong and Macau, where most of our turnover is generated. Consumer confidence is affected by, among other factors, general business conditions, stock market and real estate market conditions, as well as by current and expected future global or regional macroeconomic conditions such as employment rates, inflation and interest rates.
Due partly to the economic slowdown in andour sales for FY grew at a slower pace than our historical sales growth rate.