UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
___________________
FORM
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
under
the Securities Exchange Act of 1934
For the
month of December 2009
Commission
File Number: 001-14550
China
Eastern Airlines Corporation Limited
———————————————————————————————————
(Translation
of Registrant’s name into English)
2550
Hongqiao Road
Hongqiao
Airport
Shanghai,
China 200335
———————————————————————————————————
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F: x Form
20-F o Form
40-F
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): o
Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934: o Yes x No
If "Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): n/a
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly
authorized.
|
China Eastern Airlines
Corporation Limited
(Registrant)
|
|||
|
Date December 23,
2009
|
By
|
/s/ Luo Zhuping | |
| Name: | Luo Zhuping | ||
| Title: | Company Secretary | ||
2
Certain
statements contained in this announcement may be regarded as "forward-looking
statements" within the meaning of the U.S. Securities Exchange Act of 1934, as
amended. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors, which may cause the actual performance,
financial condition or results of operations of the Company to be materially
different from any future performance, financial condition or results of
operations implied by such forward-looking statements. Further
information regarding these risks, uncertainties and other factors is included
in the Company's filings with the U.S. Securities and Exchange
Commission. The forward-looking statements included in this
announcement represent the Company's views as of the date of this
announcement. While the Company anticipates that subsequent events
and developments may cause the Company's views to change, the Company
specifically disclaims any obligation to update these forward-looking
statements, unless required by applicable laws. These forward-looking
statements should not be relied upon as representing the Company's views as of
any date subsequent to the date of this announcement.
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.
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock code: 00670)
ANNOUNCEMENT
COMPLETION OF ISSUANCE OF NEW A SHARES
Reference is made to (i) the
announcement of China Eastern Airlines Corporation Limited (the
“Company”) dated 10 July 2009 in relation to, inter alia, the
specific mandates for issuances of new A Shares and new H Shares of the Company
(the “Announcement”); (ii) the announcement of the Company dated 2 December 2009
in relation to obtaining of the approval of the CSRC for issuance of new A
Shares; and (iii) the announcement of the Company dated 10 December 2009 in
relation to completion of issuance of new H Shares. Terms used herein shall have
the same meanings as ascribed to them in the Announcement.
The
Company is pleased to announce that the issuance of new A Shares is completed.
Details of the issuance is as follows:
1. Number of shares issued and issuance price
Type of shares: RMB ordinary shares (A Shares)
Number of shares issued: 1,350,000,000 shares
Issuance price: RMB4.75 per share
Total proceeds: RMB6,412,500,000
3
2. Number of shares issued to the subscribers under the A Share Specific Mandate (the
“Subscribers”)
| No. |
Subscribers
|
Number of shares
|
|
| 1. |
CEA Holding
|
490,000,000
|
|
| 2. |
中國航空油料集團公司
|
421,052,632
|
|
|
(China National Aviation Fuel Holding Co.)
|
|||
| 3. |
航天投資控股有限公司
|
210,526,315
|
|
|
(Aerospace Capital Holding Co. Ltd.)
|
|||
| 4. |
航天科技財務有限責任公司
|
94,736,846
|
|
|
(Aerospace Science & Technology Finance Co. Ltd.)
|
|||
| 5. | 中外運空運發展股份有限公司 | 83,157,894 | |
| (Sinotrans Air Transportation Development Co. Ltd.) | |||
|
6.
|
柯希平 (Ke Xiping) | 10,526,315 | |
|
7. |
泰達 ( 北京 ) 投資有限公司 | 10,526,315 | |
| (Teda Beijing Investment Company Limited) | |||
|
8. |
東莞市財信發展有限公司 | 10,526,315 | |
| (Dongguan Caixin Development Co. Ltd.) | |||
|
9. |
中澤嘉盟投資有限公司 | 10,526,315 | |
| (Zhongze Jiameng Investment Co. Ltd.) | |||
|
10. |
陳郁鳳 (Chen Yufeng) |
8,421,053
|
|
|
Total
|
1,350,000,000
|
Except
for CEA Holding, the Subscribers are independent of the Company within the
meaning of the Listing Rules.
3. Listing of the new A Shares
All of
the new A shares issued to CEA Holdings are subject to a lock-up period
for 36 months and all the new A Shares issued to the other Subscribers are
subject to a lock-up period for 12 months, before they can be traded on the
Shanghai Stock Exchange.
4
|
|
4.
|
Shareholding structure prior to, and immediately after completion of the issuance
of the new A Shares
|
The shareholding structure of the Company prior to, and immediately after completion
of the issuance of the new A Shares is as follows:
|
Shareholders
|
Prior to completion
of the issuance of
the new A Shares
Number of shares
|
Immediately after
completion of the
issuance of
the new A Shares
Number of shares
|
||||||
|
CEA Holding
|
4,341,375,000 | 4,831,375,000 | ||||||
|
CES Global
|
1,927,375,000 | 1,927,375,000 | ||||||
|
Public
|
1,962,950,000 | 2,822,950,000 | ||||||
|
– A Shares
|
396,000,000 | 1,256,000,000 | ||||||
|
– H Shares
|
1,566,950,000 | 1,566,950,000 | ||||||
|
Total
|
8,231,700,000 | 9,581,700,000 |
|
By order of the Board
CHINA EASTERN AIRLINES CORPORATION LIMITED
Luo Zhuping
Director and Company Secretary
|
The Directors as at the date of this announcement are:
|
Liu Shaoyong
Li Jun
Ma Xulun
Luo Chaogeng
Luo Zhuping
Hu Honggao
Wu Baiwang
Zhou Ruijin
Xie Rong
Sandy Ke-Yaw Liu
|
(Chairman)
(Vice Chairman)
(Director, President)
(Director)
(Director, Company Secretary)
(Independent Non-executive Director)
(Independent Non-executive Director)
(Independent Non-executive Director)
(Independent Non-executive Director)
(Independent Non-executive Director)
|
Shanghai, the PRC
23 December 2009
23 December 2009