Investment Rating - The investment rating for Zijin Mining is "Buy" with a target price of HK$24.40, representing an expected return of 36.3% from the current price of HK$17.90 [5]. Core Insights - The Kamoa-Kakula project is expected to contribute approximately 5.4% to Zijin's total net profit in FY24, with a net profit of Rmb1.7 billion from this project in 2024 [2][3]. - The copper production guidance for the Kamoa-Kakula project is set at 520-580kt for 2025, which will account for 20%-22% of Zijin's total copper production guidance for that year [2][4]. - Zijin is planning to spin off and list eight gold mining assets, targeting completion before the end of 2025, subject to approval [3]. - The Manono lithium project is anticipated to commence operations in 2026, with a production guidance of 250-300kt by 2028 [4]. Summary by Sections Kamoa-Kakula Project - The underground mining activities at Kakula Mine have been suspended, while the phase 1+2 processing plant has started processing surface stockpiles totaling 3.8 million tonnes of ore with an average grade of 3.2% copper [2]. - The phase 3 processing plant continues to operate normally, and the overall impact on production and cost guidance is still under investigation [2]. Gold Spin-off - The management of Zijin is actively working on restructuring to facilitate the spin-off and listing of eight gold mining assets, with a completion target before the end of 2025 [3]. Lithium Project - The Manono lithium project is expected to be operational by 2026, with a production target of 250-300kt in 2028 [4]. Financial Overview - Zijin's market capitalization is approximately HK$475.739 billion (US$60.693 billion), with an expected dividend yield of 2.3% and a total expected return of 38.7% [5][7].

Group 1 - A total of 13 A-share listed companies are planning to list in Hong Kong as of May 2023, indicating a trend of companies seeking to expand their market presence [1][2] - Zijin Mining announced on May 26 its intention to spin off Zijin Gold International for a listing on the Hong Kong Stock Exchange [1][2] - Other companies involved in this trend include Guomin Technology, Hehe Information, Shantui, Guoen Technology, Weier Technology, Longqi Technology, Chaohongji, Zhaoyi Innovation, Meige Intelligent, Xin'ao, Junxin Technology, and Wol Nuclear Materials [1][2] Group 2 - The specific plans for each company include issuing H-shares and listing on the Hong Kong Stock Exchange, with announcements made throughout May [2] - The companies have disclosed their intentions on various dates, with the earliest being Wol Nuclear Materials on May 12 and the latest being Guomin Technology on May 30 [2] - This movement reflects a broader strategy among A-share companies to access international capital markets and diversify their funding sources [1][2]

Core Viewpoint - Zijin Mining Group Co., Ltd. is planning to spin off its subsidiary, Zijin Gold International Co., Ltd., for listing on the Hong Kong Stock Exchange, alongside implementing a 2025 employee stock ownership plan [2][3][6]. Company Announcements - The board of Zijin Mining approved multiple resolutions, including the spin-off of Zijin Gold International and the 2025 employee stock ownership plan [2][6]. - The employee stock ownership plan will involve up to 2,500 participants, with a total funding not exceeding 700.40 million yuan, and a stock purchase price set at 10.89 yuan per share [2][4]. - The company’s supervisory board confirmed that the spin-off complies with relevant laws and regulations, and the proposed plan is reasonable and feasible [3][4]. Financial Performance - Zijin Mining's stock price closed at 17.73 yuan, down 4.63% from the previous week, with a market capitalization of 471.22 billion yuan, ranking 1st in the industrial metals sector [1]. Legal and Compliance - Legal opinions confirm that Zijin Mining has the qualifications to implement the employee stock ownership plan and the spin-off, which requires approvals from various regulatory bodies [4][5]. - The independent financial advisor, CITIC Securities, supports the spin-off, stating it will enhance the company's focus on its core business and independence [4].

Core Viewpoint - Zijin Mining is facing challenges in its copper business due to recent seismic events at its Kamoa-Kakula copper mine, while simultaneously planning to spin off its gold subsidiary, Zijin Gold International, to enhance international financing capabilities [3][10]. Group 1: Copper Business - As of the end of 2024, Zijin Mining's copper resources amount to 110 million tons, ranking second globally [2]. - The Kamoa-Kakula copper mine has experienced multiple seismic events, which are expected to negatively impact the annual production targets [3][11]. - The mine's operations have been temporarily suspended in affected areas, with a focus on processing surface stockpiles [11]. - The estimated contribution of the Kamoa-Kakula copper mine to Zijin Mining's net profit for 2024 is approximately RMB 1.72 billion, accounting for 5.37% of the total [11][12]. Group 2: Gold Business and Spin-off - Zijin Mining plans to spin off its wholly-owned subsidiary, Zijin Gold International, for listing on the Hong Kong Stock Exchange [4][5]. - The subsidiary, established in 2007, focuses on gold exploration, mining, processing, and sales, with projected net profits of RMB 1.371 billion, RMB 1.67 billion, and RMB 3.318 billion for 2022, 2023, and 2024, respectively [4][5]. - The spin-off aims to create an independent platform for financing and enhance Zijin Gold International's competitiveness in international capital markets [8]. Group 3: Financial Position and Debt - As of the end of 2024, Zijin Mining's current assets are RMB 98.939 billion, while current liabilities are RMB 99.784 billion, indicating a current asset deficit [8]. - The company has issued various debt instruments totaling over RMB 50 billion from 2020 to 2024 [8]. - Despite a significant increase in net profit of 62.39% year-on-year in Q1 2024, the company faces pressure from its aggressive acquisition strategy [9].

Core Viewpoint - Zijin Mining is planning to restructure its overseas gold mining assets and apply for the listing of its subsidiary, Zijin Gold International, on the Hong Kong Stock Exchange [1][4] Group 1: Asset Details - The assets to be spun off for the Hong Kong listing include eight large gold mines located in South America, Central Asia, Africa, and Oceania [1] - The eight mines are: 1. Buriticá Gold Mine (Colombia) - 68.8% equity, 333.09 tons of resources, 99.06 tons of reserves, 10.03 tons of expected production in 2024 2. Norton Gold Project (Australia) - 100% equity, 327.91 tons of resources, 125.99 tons of reserves, 8.18 tons of expected production in 2024 3. Rosebel Gold Mine (Suriname) - 95% equity, 195.13 tons of resources, 103.41 tons of reserves, 7.46 tons of expected production in 2024 4. Aurora Gold Mine (Guyana) - 100% equity, 166.40 tons of resources, 76.87 tons of reserves, 4.07 tons of expected production in 2024 5. Jilau/Talco Gold Mine (Tajikistan) - 70% equity, 94.90 tons of resources, 42.47 tons of reserves, 4.95 tons of expected production in 2024 6. Akim Gold Mine (Ghana) - 100% equity, 89.00 tons of resources, 34.60 tons of reserves, 6.40 tons of expected production in 2024 7. Left Bank Gold Mine (Kyrgyzstan) - 60% equity, 39.85 tons of resources, 30.35 tons of reserves, 3.70 tons of expected production in 2024 8. Pogera Gold Mine (Papua New Guinea) - 24.5% equity, 553.51 tons of resources, 184.08 tons of reserves, 1.43 tons of expected production in 2024 [3][4] - The total resource amount of these eight overseas gold mines is 1,799.79 tons, with total reserves of 696.83 tons and expected production of 46.22 tons in 2024 [3] Group 2: Financial and Strategic Implications - Zijin Mining is currently the fourth largest copper producer and the sixth largest gold producer globally [4] - Zijin Gold International, established in 2007, focuses on gold exploration, mining, processing, and sales, with projected revenues of 21.268 billion and net profits of 4.458 billion for 2024 [5] - The restructuring aims to enhance Zijin Gold International's competitiveness in international capital markets, attract quality investors, and support the company's internationalization process [7] - As of May 28, Zijin Mining's stock price was 17.98 yuan per share, with a market capitalization of 477.865 billion, reflecting an 18.92% increase year-to-date [7]

Core Viewpoint - Zijin Mining Group plans to spin off its overseas gold mining assets into a separate entity, Zijin Gold International, for listing on the Hong Kong Stock Exchange, aiming to enhance its international market presence and capitalize on the rising gold prices [1][2]. Group 1: Spin-off Details - The spin-off will involve eight world-class gold mines located in South America, Central Asia, Africa, and Oceania, which will be integrated into Zijin Gold International [1][2]. - The total resource amount of the spun-off assets is 1,799.79 tons, with a total reserve of 696.83 tons, and an expected production of 46.22 tons in 2024 [2]. Group 2: Financial Performance - In Q1 2025, the company reported a revenue of 78.928 billion yuan, a year-on-year increase of 5.55%, and a net profit of approximately 10.167 billion yuan, up 62.39% [1][4]. - The operating cash flow for the same period was 12.53 billion yuan, reflecting a 53.33% increase year-on-year [1][5]. Group 3: Production Growth - The company plans to expand its gold production capacity to 85 tons by 2025, representing a 16% increase, and aims for a further increase to 100-110 tons by 2028 [1][2]. - In Q1 2025, gold production increased by 13.45%, while copper production rose by 9.49% compared to the previous year [5].

Core Viewpoint - The executive compensation at Zijin Mining (601899.SH) is expected to see a significant decline in 2025 due to the company's employee stock ownership plan, which involves executives voluntarily giving up part of their bonus compensation in exchange for shares at a discounted price [1][4]. Group 1: Employee Stock Ownership Plan - The employee stock ownership plan allows executives to purchase shares at a preferential price of 10.89 CNY per share, with a total funding amount not exceeding 700.4 million CNY [3][5]. - Executives, including Chairman Chen Jinghe, are expected to forgo bonuses ranging from 391,000 CNY to 699,000 CNY as part of this plan [1][3]. - The plan aims to align management's interests with the company's market performance, as stated by Chen Jinghe, who emphasized that future bonuses will be closely tied to stock and market value [1][2]. Group 2: Valuation Enhancement Strategy - Zijin Mining has initiated a strategy to enhance its valuation, which includes the spin-off of its subsidiary, Zijin Gold International, for a potential listing on the Hong Kong Stock Exchange [1][8]. - The company aims to leverage favorable industry cycles and policy benefits to provide investors with opportunities for value reassessment of its gold assets [8]. - The net assets and net profit of Zijin Gold International for 2024 are projected to be 21.14 billion CNY and 4.458 billion CNY, respectively, indicating significant potential for market capitalization post-listing [8]. Group 3: Executive Compensation Context - In 2024, the annual salary for Chen Jinghe and Vice Chairman Zou Laichang is expected to exceed 7 million CNY, while other vice president-level executives typically earn between 4 million CNY and 5.5 million CNY [4]. - Following the commitment to forgo bonuses, executive salaries may drop to tens of thousands of CNY, with the trade-off being the acquisition of shares at a lower price [4][6]. - The stock price difference between the preferential purchase price and the market price as of May 27 was 6.99 CNY per share, potentially resulting in significant gains for executives participating in the stock ownership plan [6]. Group 4: Market Performance and Management Responsibility - Chen Jinghe has been designated as the primary responsible person for the company's market value management, acknowledging that the company's current market valuation does not reflect its growth potential [7]. - Following a significant drop in market value due to external factors, the company quickly approved a buyback plan of 1 billion CNY to stabilize its stock price [7]. - The company has been actively taking steps to improve its market performance, with monthly actions reflecting its commitment to enhancing shareholder value [7]. Group 5: Long-term Strategic Goals - Zijin Mining has maintained its long-term production targets despite short-term adjustments in its lithium production guidance due to market conditions [9][10]. - The acquisition of control over Zangge Mining is expected to support the company's mid-to-long-term lithium production goals [10]. - The complexity of capital market operations presents uncertainties regarding the company's ability to achieve its desired valuation improvements [10].

Core Viewpoint - Zijin Mining plans to spin off its wholly-owned subsidiary, Zijin Gold International, for listing on the Hong Kong Stock Exchange, marking a significant step in its internationalization strategy and capital market expansion [1][2]. Group 1: Spin-off Details - The spin-off will involve the issuance of no more than 15% of Zijin Gold International's total share capital post-issuance, with an additional 15% over-allotment option for underwriters [2]. - The assets to be spun off include eight world-class gold mines located in South America, Central Asia, Africa, and Oceania, with a total gold resource of approximately 1,799.79 tons and an annual production of 46.22 tons [3][4]. Group 2: Financial and Operational Impact - The spin-off is expected to enhance Zijin Gold International's ability to raise funds in international markets, particularly as global demand for gold rises amid high inflation and geopolitical risks [5]. - Zijin Mining's recent financial performance shows strong growth, with a reported revenue of 303.64 billion yuan in 2024, a year-on-year increase of 3.49%, and a net profit of 32.05 billion yuan, up 51.76% [6]. Group 3: Market Context - The spin-off aligns with a broader trend of A-share companies seeking listings in Hong Kong, driven by improved market conditions and liquidity, which may lead to a shift in asset pricing power towards Hong Kong [4]. - The global gold investment demand is projected to reach 1,180 tons in 2024, reflecting a 25% year-on-year increase, indicating a robust market for gold-related investments [5].

Core Viewpoint - Zijin Mining plans to spin off its subsidiary, Zijin Gold International, for listing on the Hong Kong Stock Exchange, with net assets exceeding 20 billion yuan [1][2]. Group 1: Spin-off Details - The spin-off involves restructuring and integrating multiple overseas gold mining assets into Zijin Gold International, which was established in October 2007 and focuses on gold exploration, mining, processing, and sales [2]. - After the spin-off, the shareholding structure of Zijin Mining will remain unchanged, and it will maintain control over Zijin Gold International [2]. Group 2: Financial Projections - As of the end of 2024, Zijin Gold International is projected to have net assets of approximately 21.1 billion yuan, with expected operating revenue of about 21.27 billion yuan and net profit of around 4.46 billion yuan [3]. Group 3: Mining Assets - The assets to be spun off include eight world-class gold mines located in South America, Central Asia, Africa, and Oceania, with the largest being the Buritica Gold Mine [4][6]. - The Buritica Gold Mine has a resource amount of 333.09 tons and an annual production capacity of approximately 10,030 kilograms, making it the largest gold mine in Colombia [5][8]. Group 4: Uncertainties - There is uncertainty regarding the injection of the Buritica Gold Mine into Zijin Gold International due to ongoing illegal mining activities and a lack of comprehensive security protection from the Colombian government [9][10]. - The company has initiated arbitration with the World Bank's International Centre for Settlement of Investment Disputes to assert its rights concerning the Buritica project [9].

关于分拆子公司上市的一般风险提示性公告 紫金矿业集团股份有限公司 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 证券代码：601899 股票简称：紫金矿业 编号：临 2025-050 一、与本次分拆相关的风险 本次分拆被迫暂停、中止或取消的事项包括但不限于： 1.上市公司及拟分拆所属子公司需持续符合《分拆规则》要求； 2.本次分拆尚需取得公司股东会对本次分拆方案的正式批准、紫金黄金国际 内部决策程序，履行香港联交所及相关部门的相应审核程序等，如以上相关程序 未通过，则本次分拆存在被暂停、中止或取消的风险； 3.公司已经按照相关规定制定了保密措施，但在本次分拆过程中，仍存在因 公司股价异常波动或异常交易可能涉嫌内幕交易等情况而致使本次分拆被暂停、 中止或取消的可能。 4.本次分拆将受到境外资产重组等多方因素的影响，分拆上市工作时间进度 存在一定的不确定性，本次分拆存在无法按期进行的风险。 紫金矿业集团股份有限公司（以下简称"公司"）拟分拆所属子公司紫金黄金 国际有限公司（Zijin Gold International Com ...