China Industrial Securities International Financial Group Limited Announces Discloseable Transaction: Acquisition of Notes

Key Highlights

• China Industrial Securities International Financial Group Limited (“CISI” or “the Company”, Stock Code: 6058) has announced a series of acquisitions of fixed-income securities through its indirect wholly-owned subsidiary, CISI Investment Limited.
• The acquisitions took place between 26 November 2025 and 5 March 2026, with CISI Investment acquiring notes with an aggregate principal value of US\$13,650,000 (approximately HK\$107,152,500) for a total consideration of about US\$13,752,635 (around HK\$107,958,184).
• The notes are part of a US\$800,000,000 fixed-rate bond issuance by Joy Treasure Assets Holdings Inc., with an annual interest rate of 4.30% and maturity on 4 December 2028. The notes are unconditionally and irrevocably guaranteed by China Orient Asset Management (International) Holding Limited.
• The acquisitions were executed on the open market via securities brokers, and the identity of the sellers remains unknown; all sellers are believed to be independent third parties.
• Funding for the acquisitions came entirely from CISI’s internal resources, indicating strong liquidity and capital management.

Transaction Details

The acquisitions comprise several purchases on different dates, each involving principal amounts ranging from US\$500,000 to US\$3,000,000. The total consideration for all acquisitions during the period amounts to US\$13,752,635. Additionally, previous acquisitions from 26 November 2025 to 23 February 2026 cumulatively amounted to US\$8,532,867 (approximately HK\$66,983,003).

Principal Terms of the Notes

• Issuer: Joy Treasure Assets Holdings Inc. (wholly-owned subsidiary of the Guarantor, incorporated in the British Virgin Islands)
• Guarantor: China Orient Asset Management (International) Holding Limited (indirect wholly-owned by China Orient Asset Management Co., Ltd.)
• Interest Rate: 4.30% per annum, fixed
• Maturity Date: 4 December 2028
• Issue Price: 99.872% of principal

Strategic Rationale and Impact

CISI’s Board asserts that these acquisitions align with the Group’s investment strategy, which aims to generate stable returns within acceptable risk thresholds. The Group seeks to diversify its portfolio across multiple asset classes, including stocks, bonds, funds, structured products, and derivatives. By acquiring these notes, CISI aims to balance its portfolio, broaden revenue streams, and pursue sustainable business growth that enhances shareholder value.

The Directors believe that investing in these high-grade, guaranteed notes provides stability and diversification for the Company, particularly given the backing by China Orient Asset Management (International) Holding Limited – a prominent player in the management of non-performing assets and special opportunities in Hong Kong and mainland China.

Listing Rules and Regulatory Implications

The acquisitions, when combined with previous purchases, constitute a discloseable transaction under Rule 14.07 of the Hong Kong Listing Rules. One of the applicable percentage ratios exceeds 5% but remains below 25%. This triggers reporting and announcement requirements but exempts the Company from seeking shareholder approval as per Chapter 14 of the Listing Rules.

Important Information for Shareholders

• Potential Impact on Share Price: The acquisitions may positively influence CISI’s share value by demonstrating proactive portfolio diversification and prudent investment management. The Company’s decision to invest in fixed-rate, guaranteed notes could be interpreted as a move to secure stable income and reduce risk exposure, potentially appealing to income-focused investors.
• Liquidity and Capital Position: Funding the acquisitions through internal resources suggests strong liquidity, which is a positive indicator for shareholders.
• Regulatory Compliance: The transaction exceeds the 5% threshold but is below 25%, ensuring transparency and compliance without diluting shareholder control or requiring approval.

Corporate Structure and Management

• CISI Investment Limited: Indirect wholly-owned subsidiary of CISI, incorporated in the British Virgin Islands, primarily engaged in investment activities.
• Issuer: Joy Treasure Assets Holdings Inc., wholly-owned by China Orient Asset Management (International) Holding Limited.
• Guarantor: China Orient Asset Management (International) Holding Limited, majority owned (71.553%) by Central Huijin Investment Ltd., which is in turn wholly owned by the State Council of the People’s Republic of China.

Board and Management

As of the announcement date, CISI’s Board consists of one non-executive Director (Chairman: Mr. Xiong Bo), one executive Director (Mr. Lin Dan), and three independent non-executive Directors (Ms. Ye Jianfang, Mr. Tian Li, and Ms. Du Li).

Conclusion

This series of acquisitions of guaranteed fixed-income notes represents a significant investment decision for CISI. Shareholders should note the Company’s commitment to portfolio diversification, stable returns, and prudent risk management. The transparency and regulatory compliance associated with the transaction further reinforce the Company’s reputation for sound governance.

The announcement is considered price-sensitive due to the scale of the acquisitions, the strategic rationale, and the potential impact on the Company’s financial position and share value.

Disclaimer

The information provided herein is for informational purposes only and does not constitute investment advice. Investors are advised to conduct their own due diligence and consult professional advisors before making any investment decisions. The reported transaction is subject to market risks and regulatory changes.

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