Petrochina Co Ltd 6-K, filed Apr 29, 2021
Petrochina Co Ltd (PCCYF)
About this 6-K
Petrochina Co Ltd filed this 6-K on April 29, 2021.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of April 2021
Commission File Number: 001-15006
PETROCHINA COMPANY LIMITED
9 Dongzhimen North Street, Dongcheng District
Beijing, The People’s Republic of China, 100007
(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.
Form 20-F ☒ 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): ☐
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): ☐
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.
Yes ☐ No ☒
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- )
EXHIBITS
| Exhibit |
||
| 99.1 | The first quarterly report of the Company; | |
| 99.2 | A press release regarding the first quarterly report; | |
| 99.3 | A proposed participation in the establishment of an industry investment company. | |
FORWARD-LOOKING STATEMENTS
This announcement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in these forward-looking statements as a result of a number of factors.
We do not intend to update or otherwise revise the forward-looking statements in this announcement, whether as a result of new information, future events or otherwise. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this announcement might not occur in the way we expect, or at all.
You should not place undue reliance on any of these forward-looking statements.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this announcement to be signed on its behalf by the undersigned, thereunto duly authorized.
| PetroChina Company Limited | ||||||
| Dated: April 29, 2021 | By: | /s/ CHAI Shouping | ||||
| Name: | CHAI Shouping | |||||
| Title: | Company Secretary | |||||
Exhibit 99.1
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.
PETROCHINA COMPANY LIMITED
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Hong Kong Stock Exchange Stock Code: 857; Shanghai Stock Exchange Stock Code: 601857)
ANNOUNCEMENT
First Quarterly Report of 2021
1. Important Notice
| 1.1 | The Board of Directors of PetroChina Company Limited (the “Company”), the Supervisory Committee and the Directors, Supervisors and Senior Management of the Company warrant the truthfulness, accuracy and completeness of the information contained in this quarterly report and there are no material omissions from, or misrepresentation or misleading statements, and jointly and severally accept full responsibility for such quarterly report. |
| 1.2 | This quarterly report has been considered and approved at the ninth meeting of the eighth session of the Board of the Company. All Directors attended this meeting of the Board of Directors. |
| 1.3 | Mr. Dai Houliang, Chairman of the Board, Mr. Huang Yongzhang, Director and President of the Company, and Mr. Chai Shouping, Chief Financial Officer of the Company, warrant the truthfulness, accuracy and completeness of the financial statements set out in this quarterly report. |
| 1.4 | The financial statements of the Company and its subsidiaries (the “Group”) have been prepared in accordance with the China Accounting Standards (“CAS”) and the International Financial Reporting Standards (“IFRS”), respectively. The financial statements set out in this quarterly report are unaudited. |
1
2. Basic Data of the Company
| 2.1 | Key Financial Data and Financial Indicators |
| 2.1.1 | Key Financial Data and Financial Indicators Prepared under IFRS |
| Unit: RMB Million |
| |||||||||||
| Items |
As at the end of the reporting period |
As at the end of the preceding year |
Changes from the end of the preceding year to the end of the reporting period |
|||||||||
| Total assets |
2,527,754 | 2,488,126 | 1.6 | % | ||||||||
| Equity attributable to owners of the Company |
1,241,765 | 1,215,158 | 2.2 | % | ||||||||
| Items |
From the beginning of the year to the end of the reporting period |
From the beginning of the preceding year to the end of the preceding reporting period |
Changes over the same period of the preceding year |
|||||||||
| Net cash flows used for operating activities |
(1,800 | ) | (18,096 | ) | |
Increased by RMB 16,296 million |
| |||||
| Items |
From the beginning of the year to the end of the reporting period |
From the beginning of the preceding year to the end of the preceding reporting period |
Changes over the same period of the preceding year |
|||||||||
| Revenue |
551,923 | 509,098 | 8.4 | % | ||||||||
| Net profit /(loss) attributable to owners of the Company |
27,721 | (16,230 | ) | |
Increased by RMB43,951 million |
| ||||||
| Return on net assets (%) |
2.2 | (1.3 | ) | 3.5 percentage points | ||||||||
| Basic earnings / (loss) per share (RMB Yuan) |
0.151 | (0.089 | ) | |
Increased by RMB0.24 |
| ||||||
| Diluted earnings / (loss)per share (RMB Yuan) |
0.151 | (0.089 | ) | |
Increased by RMB0.24 |
| ||||||
2
| 2.1.2 | Key Financial Data and Financial Indicators Prepared under CAS |
| Unit: RMB Million |
| |||||||||||
| Items |
As at the end of the reporting period |
As at the end of the preceding year |
Changes from the end of the preceding year to the end of the reporting period |
|||||||||
| Total assets |
2,528,028 | 2,488,400 | 1.6 | % | ||||||||
| Equity attributable to equity holders of the Company |
1,242,029 | 1,215,421 | 2.2 | % | ||||||||
| Items |
From the beginning of the year to the end of the reporting period |
From the beginning of the preceding year to the end of the preceding reporting period |
Changes over the same period of the preceding year |
|||||||||
| Net cash flows used for operating activities |
(1,800 | ) | (18,096 | ) | |
Increased by RMB 16,296 million |
| |||||
| Items | From the beginning of the year to the end of the reporting period |
From the beginning of the preceding year to the end of the preceding reporting period |
Changes over the same preceding year |
|||||||||
| Operating income |
551,923 | 509,098 | 8.4 | % | ||||||||
| Net profit /(loss) attributable to equity holders of the Company |
27,719 | (16,234 | ) | |
Increased by RMB43,953 million |
| ||||||
| Net profit /(loss)after deducting non-recurring profit/loss items attributable to equity holders of the Company |
28,011 | (15,187 | ) | |
Increased by RMB43,198 million |
| ||||||
| Weighted average return on net assets (%) |
2.3 | (1.3 | ) | 3.6 percentage points | ||||||||
| Basic earnings /(loss) per share (RMB Yuan) |
0.151 | (0.089 | ) | |
Increased by RMB0.24 |
| ||||||
| Diluted earnings /(loss) per share (RMB Yuan) |
0.151 | (0.089 | ) | |
Increased by RMB0.24 |
| ||||||
3
| Unit: RMB Million |
| |||
| Non-recurring profit/loss items |
Profit/(loss) from the beginning of the year to the end of the reporting period |
|||
| Net profit on disposal of non-current assets |
346 | |||
| Government grants recognised in the income statement |
245 | |||
| Reversal of provisions for bad debts against receivables |
5 | |||
| Net gains on disposal of subsidiaries, associates and joint ventures |
(2 | ) | ||
| Other non-recurring expenses, net |
(934 | ) | ||
|
|
|
|||
| Sub-total |
(340 | ) | ||
|
|
|
|||
| Tax impact of non-recurring profit/loss items |
44 | |||
| Impact of non-controlling interests |
4 | |||
|
|
|
|||
| Total |
(292 | ) | ||
|
|
|
|||
| 2.1.3 | Differences between CAS and IFRS |
☒ Applicable ☐ Inapplicable
The consolidated net profit for the reporting period under IFRS and CAS were RMB31,645 million and RMB31,643 million, respectively, with a difference of RMB2 million; the consolidated shareholders’ equity as at the end of the reporting period under IFRS and CAS were RMB1,396,155 million and RMB1,396,419 million, respectively, with a difference of RMB264 million, which was primarily due to the revaluation for assets other than fixed assets and oil and gas properties revalued in 1999. During the restructuring in 1999, a valuation was carried out for assets and liabilities injected by China National Petroleum Corporation. On December 19, 2017, 中國石油天然氣集團公司, the Chinese name of CNPC was changed into 中國石油天然氣集團有限公司 (“CNPC” before and after the change of name). The valuation results on assets other than fixed assets and oil and gas properties were not recognised in the financial statements prepared under IFRS.
4
| 2.2 | Total Number of Shareholders, Shareholdings of Top Ten Shareholders and Shareholdings of Top Ten Holders of Marketable Shares (or Shareholders of Shares Without Selling Restrictions) as at the end of the Reporting Period |
| Total number of shareholders as at the end of the reporting period | 681,403 shareholders including 675,254 holders of A shares and 6,149 overseas holders of H shares (including 137 registered holders of the American Depository Shares). | |||||||||||||||||
| Shareholdings of the top ten shareholders |
||||||||||||||||||
| Name of shareholder |
Nature of shareholder |
Percentage of shareholding(%) |
Number of shares held |
Number of shares with selling restrictions |
Number of shares pledged or subject to lock-ups |
|||||||||||||
| CNPC |
State-owned legal person |
80.25 | 146,882,339,136 | (1) | 0 | 0 | ||||||||||||
| HKSCC Nominees Limited (2) |
Overseas legal person |
11.42 | 20,902,536,082 | (3) | 0 | 0 | ||||||||||||
| CNPC-CSC-17 CNPC E2 Pledge and Trust Special Account |
State-owned legal person |
2.09 | 3,819,971,070 | 0 | 3,819,971,070 | |||||||||||||
| CNPC-CSC-17 CNPC EB Pledge and Trust Special Account |
State-owned legal person |
1.12 | 2,051,488,603 | 0 | 2,051,488,603 | |||||||||||||
| China Securities Finance Corporation Limited |
State-owned legal person |
0.56 | 1,020,165,128 | 0 | 0 | |||||||||||||
| Hong Kong Securities Clearing Company Limited(4) |
Overseas legal person |
0.33 | 610,354,991 | 0 | 0 | |||||||||||||
| China Metallurgical Group Corporation |
State-owned legal person |
0.31 | 560,000,000 | 0 | 0 | |||||||||||||
| Bosera Fund-Ansteel Group Corporation-Bosera Fund Xin’an No.1 Single Asset Management Plan |
State-owned legal person |
0.12 | 220,000,000 | 0 | 0 | |||||||||||||
| Central Huijin Asset Management Ltd. |
State-owned legal person |
0.11 | 206,109,200 | 0 | 0 | |||||||||||||
| China Baowu Steel Group Corporation Limited |
State-owned legal person |
0.04 | 70,207,541 | 0 | 0 | |||||||||||||
5
Shareholdings of the top ten shareholders of shares without selling restrictions
| Name of shareholders |
Number of shares held | Type of shares | ||||||
| CNPC |
146,882,339,136 | A Shares | ||||||
| HKSCC Nominees Limited |
20,902,536,082 | H Shares | ||||||
| CNPC-CSC-17 CNPC E2 Pledge and Trust Special Account |
3,819,971,070 | A Shares | ||||||
| CNPC-CSC-17 CNPC EB Pledge and Trust Special Account |
2,051,488,603 | A Shares | ||||||
| China Securities Finance Corporation Limited |
1,020,165,128 | A Shares | ||||||
| Hong Kong Securities Clearing Company Limited |
610,354,991 | A Shares | ||||||
| China Metallurgical Group Corporation |
560,000,000 | A Shares | ||||||
| Bosera Fund-Ansteel Group Corporation-Bosera Fund Xin’an No.1 Single Asset Management Plan |
220,000,000 | A Shares | ||||||
| Central Huijin Asset Management Ltd. |
206,109,200 | A Shares | ||||||
| China Baowu Steel Group Corporation Limited |
70,207,541 | A Shares | ||||||
Statement on constitution of affiliation or parties acting in concert among shareholders above:
Except that HKSCC Nominees Limited and Hong Kong Securities Clearing Company Limited are wholly-owned subsidiaries of the Hong Kong Exchanges and Clearing Limited, the Company is not aware of any other affiliation among the above ten shareholders or any one of them constituting parties acting in concert under the Administrative Measures for the Takeover of Listed Companies.
| Notes: | (1) Such figure excludes the H shares indirectly held by CNPC through Fairy King Investments Limited, an overseas wholly-owned subsidiary of CNPC. | |
| (2) HKSCC Nominees Limited is a wholly-owned subsidiary of the Hong Kong Exchanges and Clearing Limited and acts as a nominee on behalf of other corporate or individual shareholders to hold the H shares of the Company. | ||
| (3) 291,518,000 H shares were indirectly held by CNPC through Fairy King Investments Limited, an overseas wholly-owned subsidiary of CNPC, representing 0.16% of the total share capital of the Company. These shares were held in the name of HKSCC Nominees Limited. | ||
| (4) Hong Kong Securities Clearing Company Limited is a wholly-owned subsidiary of the Hong Kong Exchanges and Clearing Limited and acts as the nominee on behalf of investors of Hong Kong Stock Exchange to hold the A shares of the Company listed on Shanghai Stock Exchange. |
| 2.3 | Number of Shareholders of Preferred Shares, Shareholdings of Top Ten Shareholders of Preferred Shares and Shareholdings of Top Ten Shareholders of Preferred Shares without Selling Restrictions as at the end of the Reporting Period |
☐Applicable ☒Inapplicable
6
| 2.4 | Business Review |
In the first quarter of 2021, with the effective control of the COVID-19 epidemic (the “COVID-19”), the world economy showed a good tendency of recovery, and China’s economy continued to maintain a stable recovery momentum with signs of steady reinforcement and improvement. The GDP of China increased by 18.3% as compared with the same period of last year. Benefits from factors such as economic recovery and continued implementation of production reduction agreements by oil-producing countries, international oil prices continued to rise since the beginning of the year, and the average prices rose significantly as compared with the same period of last year. The average spot price of North Sea Brent crude oil was US$61.12 per barrel, representing an increase of 21.9% as compared with the same period of last year. The average spot price of the West Texas Intermediate (“WTI”) crude oil was US$58.13 per barrel, representing an increase of 27.7% as compared with the same period of last year. The domestic refined oil consumption increased significantly as compared with the same period of last year and the consumption of gasoline and diesel basically restored to the level before the COVID-19. The demand in the domestic natural gas market also increased significantly as compared with the same period of last year.
Grasping the favorable opportunities of macroeconomic recovery, demand rebound and price increase in the oil and gas market, the Group adhered to new development concepts, actively integrated into the new development pattern and implemented high-quality development requirements. While doing a good job with normalized COVID-19 prevention and control, the Group continued to further promote the idea of improving quality and profitability, continually optimized production and operation, vigorously strengthened marketing, accelerated the implementation of green and low-carbon transformation, strictly controlled costs and expenses, as a result of which its operating profitability increased significantly as compared with the same period of last year, and the financial status remained stable. In the first quarter of 2021, the average realised price for crude oil of the Group was US$55.70 per barrel, representing an increase of 2.4% as compared with the same period of last year, among which the domestic realised price was US$55.62 per barrel, representing a decrease of 1.4% as compared with the same period of last year; the average realised price for natural gas was US$6.56 per thousand cubic feet, representing an increase of 28.6% as compared with the same period of last year, among which, mainly due to the increase in the international market price of natural gas along with the increase in oil prices, the domestic realised price was US$6.32 per thousand cubic feet, representing an increase of 9.0% as compared with the same period of last year, and after excluding the impact of exchange rate changes, it increased by 1.2% as compared with the same period of last year. The Group achieved a revenue of RMB551,923 million under IFRS, representing an increase of 8.4% from RMB509,098 million as compared with the same period of last year. The net profit attributable to owners of the company amounted to RMB27,721 million, representing an increase in profit of RMB43,951 million as compared with a net loss of RMB16,230 million in the same period of last year.
In respect of exploration and production, the Group insisted on profitable exploration and development, strove to increase economically exploitable reserves and profitable production, vigorously implemented the strategy of “stabilizing oil and increasing gas”, resulting in rapid growth in domestic natural gas production. The Group strictly controlled costs and expenses and continuously reduced unit oil and gas lifting cost. In the first quarter of 2021, the oil and gas equivalent output of the Group was 417.1 million barrels, representing an increase of 0.8% as compared with the same period of last year, of which the domestic oil and gas equivalent output was 372.9 million barrels, representing an increase of 4.3% as compared with the same period of last year, and the overseas oil and gas equivalent output was 44.1 million barrels, representing a decrease of 21.7% as compared with the same period of last year, which was mainly due to the decrease in shared production as a result of rising oil and gas prices. The exploration and production segment realized an operating profit of RMB12,882 million, representing a decrease of 13.4% from RMB14,883 million in the same period of the previous year. This was mainly due to the drop in the realized domestic crude oil price as compared with the same period of last year and the increase in depreciation and depletion. The unit oil and gas lifting cost decreased by 1.0% as compared with the same period of last year, and after excluding the impact of exchange rate changes, it decreased by 8.0% as compared with the same period of last year.
7
Key Operating Data of Exploration and Production Segment
| Operating Data |
Unit |
For the three months |
Changes over the same period of the preceding year (%) |
|||||||||||
| 2021 | 2020 | |||||||||||||
| Crude oil output |
Million barrels | 221.4 | 232.7 | (4.9 | ) | |||||||||
| of which: domestic |
Million barrels | 185.8 | 186.9 | (0.5 | ) | |||||||||
| overseas |
Million barrels | 35.5 | 45.8 | (22.4 | ) | |||||||||
| Marketable natural gas output |
Billion cubic feet | 1,173.9 | 1,086.9 | 8.0 | ||||||||||
| of which: domestic |
Billion cubic feet | 1,122.3 | 1,023.8 | 9.6 | ||||||||||
| overseas |
Billion cubic feet | 51.6 | 63.1 | (18.2 | ) | |||||||||
| Oil and natural gas equivalent output |
Million barrels | 417.1 | 413.9 | 0.8 | ||||||||||
| of which: domestic |
Million barrels | 372.9 | 357.6 | 4.3 | ||||||||||
| overseas |
Million barrels | 44.1 | 56.3 | (21.7 | ) | |||||||||
Note: Figures have been converted at the rate of 1 ton of crude oil = 7.389 barrels and 1 cubic metre of natural gas = 35.315 cubic feet.
In respect of refining and chemicals, the Group adhered to market-oriented guidelines, actively promoted transformation and upgrading, strengthened the organization of production and operation, linked production and sales closely, continued to optimize product mix, strove to increase the production and sales of highly value-added products, persisted in managing and controlling costs and expenses strictly and endeavored to expand margins. As a result, the cash processing cost of refineries decreased by 8.2% as compared with the same period of last year. In the first quarter of 2021, the Group processed an aggregate amount of 298.0 million barrels of crude oil, representing an increase of 7.8% as compared with the same period of last year. The Group produced 26.946 million tons of refined products, representing an increase of 6.9% as compared with the same period of last year. The Group produced 1.609 million tons of ethylene, representing an increase of 4.5% as compared with the same period of last year. The outputs of chemical commodity products reached 7.381 million tons, representing an increase of 10.8% as compared with the same period of last year. The profit from operations of refining and chemicals segment amounted to RMB14,675 million, representing an increase in profit of RMB23,377 million as compared with the loss from operations of RMB8,702 million for the same period of last year. The profit from operations in the refining business amounted to RMB10,205 million, representing an increase in profit of RMB16,497 million as compared with the loss from operations of RMB6,292 million for the same period of last year, mainly due to effect of increase in sales and gross profits of refined products, and increase in profit from inventories. The profit from operation in the chemicals business amounted to RMB4,470 million, representing an increase in profit of RMB6,880 million as compared with the loss from operations of RMB2,410 million for the same period of last year, mainly due to the increase in the sales and gross profits of chemical products.
8
Key Operating Data of Refining and Chemicals Segment
| Operating Data |
Unit |
For the three months ended March 31 |
Changes over the same period of the preceding year (%) |
|||||||||||
| 2021 | 2020 | |||||||||||||
| Processed crude oil |
Million barrels | 298.0 | 276.5 | 7.8 | ||||||||||
| Gasoline, kerosene and diesel output |
Thousand tons | 26,946 | 25,208 | 6.9 | ||||||||||
| of which: Gasoline |
Thousand tons | 12,395 | 10,967 | 13.0 | ||||||||||
| Kerosene |
Thousand tons | 2,842 | 2,394 | 18.7 | ||||||||||
| Diesel |
Thousand tons | 11,709 | 11,847 | (1.2 | ) | |||||||||
| Output of key chemical |
||||||||||||||
| Ethylene |
Thousand tons | 1,609 | 1,539 | 4.5 | ||||||||||
| Synthetic resin |
Thousand tons | 2,642 | 2,473 | 6.8 | ||||||||||
| Synthetic fiber raw materials and polymers |
Thousand tons | 316 | 342 | (7.6 | ) | |||||||||
| Synthetic rubber |
Thousand tons | 263 | 246 | 6.9 | ||||||||||
| Urea |
Thousand tons | 382 | 261 | 46.4 | ||||||||||
In respect of marketing, the Group actively carried out refined marketing, vigorously strengthened control over marketing cost, continued to optimize inventory management, coordinated arrangements for the export of refined oil according to changes in domestic and foreign market prices, and strived to maximize sales benefits. We also insisted on the integrated development of oil and non-oil businesses with the performance of the non-oil business increasing significantly. In the first quarter of 2021, the Group sold 36.248 million tons of refined oil, representing an increase of 2.2% over the same period last year, of which 24.195 million tons of refined oil was sold domestically, representing an increase of 20.9% over the same period last year. The marketing segment realized an operating profit of RMB3,315 million, representing an increase of RMB19,908 million from an operating loss of RMB16,593 million in the same period of last year, mainly due to the effect of refined oil products’ increased sales volume and gross profits, and increase in profit from inventories,
Key Operating Data of Marketing Segment
| Operating Data |
Unit |
For the three months ended March 31 |
Changes over the same period of the preceding year (%) |
|||||||||||
| 2021 | 2020 | |||||||||||||
| Total sales volume of gasoline, kerosene and diesel |
Thousand tons |
36,248 | 35,478 | 2.2 | ||||||||||
| of which: Gasoline |
Thousand tons |
16,419 | 14,799 | 10.9 | ||||||||||
| Kerosene |
Thousand tons |
3,318 | 3,694 | (10.2 | ) | |||||||||
| Diesel |
Thousand tons |
16,511 | 16,985 | (2.8 | ) | |||||||||
9
| Operating Data |
Unit |
For the three months ended March 31 |
Changes over the same period of the preceding year (%) |
|||||||||||
| 2021 | 2020 | |||||||||||||
| Domestic sales volume of gasoline, kerosene and diesel |
Thousand tons |
24,195 | 20,005 | 20.9 | ||||||||||
| of which: Gasoline |
Thousand tons |
12,863 | 9,972 | 29.0 | ||||||||||
| Kerosene |
Thousand tons |
2,149 | 1,170 | 83.7 | ||||||||||
| Diesel |
Thousand tons |
9,183 | 8,863 | 3.6 | ||||||||||
| Number of gas stations and convenience stores |
Unit |
March 31 2021 |
December 31 2020 |
Changes (%) |
||||||||||
| Number of gas stations |
Store | 22,571 | 22,619 | (0.2 | ) | |||||||||
| Number of convenience stores |
Store | 20,346 | 20,212 | 0.7 | ||||||||||
In respect of natural gas and pipeline, the Group seized the favorable opportunity for market demand to rebound, increased efforts of market development, and strived to promote sales volume and profitability in peak consumption seasons. We also continued to optimize the structure of gas sources to ensure production and sales of domestic gas, and endeavored to reduce costs of imported natural gas and liquefied natural gas (the “Imported Gas”). In the first quarter of 2021, the Group’s domestic natural gas sales volume reached RMB54.655 billion cubic meters, representing an increase of 14.6% over the same period last year. The natural gas and pipeline segment achieved an operating profit of RMB18,519 million, representing an increase of 63.0% from RMB11,359 million in the same period last year, mainly due to the combined effects of the increase in natural gas sales, increase in prices, the decrease in the procurement cost, and the pipeline assets restructuring last year
10
3 Significant Events
| 3.1 | Significant changes in key accounting items and financial indicators under CAS and explanation of such changes |
☒Applicable ☐Inapplicable
| Unit: RMB Million | ||||||||||||||
| Items |
March 31, 2021 |
December 31, 2020 |
Changes (%) | Key explanation of the changes | ||||||||||
| Accounts receivable |
80,752 | 52,325 | 54.3 | Mainly due to the increase in receivable from sales of goods | ||||||||||
| Short-term borrowings |
75,218 | 41,354 | 81.9 | Mainly due to the increase in short-term bank borrowings | ||||||||||
| Current portion of non-current liabilities |
38,713 | 81,769 | (52.7 | ) | Mainly due to the repayment of long-term borrowings | |||||||||
| Other current liabilities |
27,188 | 12,608 | 115.6 | Mainly due to the increase in issuance of super short-term commercial paper | ||||||||||
| Items |
For the three months ended March 31 |
Changes (%) | Key explanation of the changes | |||||||||||
| 2021 | 2020 | |||||||||||||
| Finance expenses |
(4,699 | ) | (7,288 | ) | (35.5 | ) | Mainly due to the decrease in interest-bearing debts including long and short term borrowing over the same period last year | |||||||
| Other income |
955 | 1,794 | (46.8 | ) | Mainly due to the decrease in the confirmed VAT refund of imported natural gas compared to the same period of last year | |||||||||
| Credit losses |
(30 | ) | (121 | ) | (75.2 | ) | Mainly due to the decrease in provision for bad debts of accounts receivable | |||||||
| Asset impairment losses |
(26 | ) | (7,848 | ) | (99.7 | ) | Mainly due to the decrease in provision for inventory impairment over the same period last year | |||||||
| Gains on asset disposal |
346 | — | — | Mainly due to the Company’s optimization of assets structure and gains generated from disposal of certain assets | ||||||||||
11
| Items |
For the three months ended March 31 |
Changes (%) | Key explanation of the changes | |||||||||||
| 2021 | 2020 | |||||||||||||
| Investment income / (loss) |
3,320 | (89 | ) | (3,830.3 | ) | Mainly due to the year-on-year increase in profit from associates and joint ventures | ||||||||
| Operating profit / (loss) |
44,149 | (9,252 | ) | (577.2 | ) | Mainly due to the increase in sales volume and price of oil and gas products | ||||||||
| Non-operating income |
478 | 310 | 54.2 | Mainly due to the increase in compensation for relocation and construction of gas stations | ||||||||||
| Non-operating expenses |
(1,167 | ) | (1,733 | ) | (32.7 | ) | Mainly due to the decrease in the donation expenses, loss of retirement of fixed assets and other expenses | |||||||
| Profit / (loss) before taxation |
43,460 | (10,675 | ) | (507.1 | ) | Mainly due to the increase in sales volume and prices of oil and gas products | ||||||||
| Taxation |
(11,817 | ) | (2,678 | ) | 341.3 | Mainly due to the increase in gross profit over the same period last year | ||||||||
| Net profit / (loss) |
31,643 | (13,353 | ) | (337.0 | ) | Mainly due to the increase in sales volume and prices of oil and gas products | ||||||||
| Net profit / (loss) attributable to shareholders of the Company |
27,719 | (16,234 | ) | (270.7 | ) | Mainly due to the increase in sales volume and prices of oil and gas products | ||||||||
| Gains and losses attributable to non-controlling interests |
3,924 | 2,881 | 36.2 | Mainly due to the increase in the profits of the subsidiaries of the Group | ||||||||||
12
| 3.2 | Developments and impacts of significant events as well as the analysis of and explanation for the solutions |
☐Applicable ☒Inapplicable
| 3.3 | Status of fulfilment of undertaking given by the Company, shareholders and ultimate controller |
☒Applicable ☐Inapplicable
During the reporting period, the undertaking given by CNPC, the controlling shareholder of the Company, and the fulfilment thereof were consistent with the information disclosed in the section headed “Significant Events” of the 2020 Annual Report of the Company. There have been no events affecting the performance of these undertakings.
| 3.4 | Caution and explanation as to the anticipated accumulated losses or significant changes over the same period of the preceding year |
☐Applicable ☒Inapplicable
| 3.5 | Securities investment |
☐Applicable ☒Inapplicable
| 3.6 | Other significant events |
☒Applicable ☐Inapplicable
Matters after the date of the balance sheet
Pursuant to the equity transfer agreement dated December 22, 2020 between Kunlun Energy Company Limited (“Kunlun Energy”), a subsidiary of the Company, and China Oil & Gas Pipeline Network Corporation (“PipeChina”), all corresponding rights, obligations, responsibilities and risks of the 60% equity interest in PetroChina Beijing Gas Pipeline Co.,Ltd. (“Beijing Pipeline”) and 75% equity interest in PetroChina Dalian LNG Co., Ltd. (“Dalian LNG”) held by Kunlun Energy have been transferred from Kunlun Energy to PipeChina.
Details are set out under the announcement issued by the Company on Shanghai Stock Exchange (Announcement No.: Lin No.2021-008) and the announcement issued on the Hong Kong Stock Exchange on April 1, 2021.
13
By Order of the Board of Directors
PetroChina Company Limited
Dai Houliang
Chairman
Beijing, the PRC
April 29, 2021
As at the date of this announcement, the Board of Directors of the Company comprises Mr. Dai Houliang as the Chairman; Mr. Li Fanrong as the Vice Chairman and non-executive Director; Mr. Duan Liangwei, Mr. Liu Yuezhen and Mr. Jiao Fangzheng as non-executive Directors; Mr. Huang Yongzhang as executive Director; and Ms. Elsie Leung Oi-sie, Mr. Tokuchi Tatsuhito, Mr. Simon Henry, Mr. Cai Jinyong and Mr. Jiang, Simon X. as independent non-executive Directors.
This announcement is published in English and Chinese. In the event of any inconsistency between the two versions, the Chinese version shall prevail.
14
Appendix
| A. | Financial statements for the first quarter of 2021 prepared in accordance with CAS |
1. Consolidated Balance Sheet
| ASSETS |
March 31, 2021 | December 31, 2020 | ||||||
| RMB million | RMB million | |||||||
| Current assets |
||||||||
| Cash at bank and on hand |
146,179 | 145,950 | ||||||
| Accounts receivable |
80,752 | 52,325 | ||||||
| Receivables financing |
7,798 | 8,076 | ||||||
| Advances to suppliers |
24,924 | 21,626 | ||||||
| Other receivables |
28,572 | 26,834 | ||||||
| Inventories |
163,806 | 128,539 | ||||||
| Assets held for sale |
43,654 | 42,615 | ||||||
| Other current assets |
51,851 | 60,802 | ||||||
|
|
|
|
|
|||||
| Total current assets |
547,536 | 486,767 | ||||||
|
|
|
|
|
|||||
| Non-current assets |
||||||||
| Investments in other equity instruments |
871 | 910 | ||||||
| Long-term equity investments |
254,108 | 250,698 | ||||||
| Fixed assets |
407,757 | 415,988 | ||||||
| Oil and gas properties |
789,005 | 813,888 | ||||||
| Construction in progress |
224,676 | 222,215 | ||||||
| Right-of-use assets |
146,341 | 144,338 | ||||||
| Intangible assets |
86,053 | 86,101 | ||||||
| Goodwill |
8,464 | 8,125 | ||||||
| Long-term prepaid expenses |
10,629 | 11,869 | ||||||
| Deferred tax assets |
11,896 | 11,364 | ||||||
| Other non-current assets |
40,692 | 36,137 | ||||||
|
|
|
|
|
|||||
| Total non-current assets |
1,980,492 | 2,001,633 | ||||||
|
|
|
|
|
|||||
| TOTAL ASSETS |
2,528,028 | 2,488,400 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
15
1. Consolidated Balance Sheet (Continued)
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
March 31, 2021 | December 31, 2020 | ||||||
| RMB million | RMB million | |||||||
| Current liabilities |
||||||||
| Short-term borrowings |
75,218 | 41,354 | ||||||
| Notes payable |
19,115 | 19,313 | ||||||
| Accounts payable |
200,072 | 220,318 | ||||||
| Contracts liabilities |
91,141 | 91,477 | ||||||
| Employee compensation payable |
10,500 | 8,649 | ||||||
| Taxes payable |
48,131 | 63,724 | ||||||
| Other payables |
48,091 | 56,250 | ||||||
| Liabilities held for sale |
12,903 | 9,956 | ||||||
| Current portion of non-current liabilities |
38,713 | 81,769 | ||||||
| Other current liabilities |
27,188 | 12,608 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
571,072 | 605,418 | ||||||
|
|
|
|
|
|||||
| Non-current liabilities |
||||||||
| Long-term borrowings |
199,279 | 160,140 | ||||||
| Debentures payable |
91,262 | 91,239 | ||||||
| Lease liabilities |
126,084 | 122,644 | ||||||
| Provisions |
115,954 | 114,819 | ||||||
| Deferred tax liabilities |
17,401 | 16,390 | ||||||
| Other non-current liabilities |
10,557 | 10,865 | ||||||
|
|
|
|
|
|||||
| Total non-current liabilities |
560,537 | 516,097 | ||||||
|
|
|
|
|
|||||
| Total liabilities |
1,131,609 | 1,121,515 | ||||||
|
|
|
|
|
|||||
| Shareholders’ equity |
||||||||
| Share capital |
183,021 | 183,021 | ||||||
| Capital surplus |
127,255 | 127,222 | ||||||
| Special reserve |
11,430 | 10,810 | ||||||
| Other comprehensive income |
(33,892 | ) | (32,128 | ) | ||||
| Surplus reserves |
203,557 | 203,557 | ||||||
| Undistributed profits |
750,658 | 722,939 | ||||||
|
|
|
|
|
|||||
| Equity attributable to equity holders of the Company |
1,242,029 | 1,215,421 | ||||||
|
|
|
|
|
|||||
| Non-controlling interests |
154,390 | 151,464 | ||||||
|
|
|
|
|
|||||
| Total shareholders’ equity |
1,396,419 | 1,366,885 | ||||||
|
|
|
|
|
|||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
2,528,028 | 2,488,400 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
16
2. Company Balance Sheet
| ASSETS |
March 31, 2021 | December 31, 2020 | ||||||
| RMB million | RMB million | |||||||
| Current assets |
||||||||
| Cash at bank and on hand |
33,352 | 42,787 | ||||||
| Accounts receivable |
14,061 | 8,412 | ||||||
| Receivables financing |
5,915 | 2,830 | ||||||
| Advances to suppliers |
13,226 | 8,861 | ||||||
| Other receivables |
14,673 | 14,738 | ||||||
| Inventories |
90,587 | 77,813 | ||||||
| Other current assets |
38,194 | 44,614 | ||||||
|
|
|
|
|
|||||
| Total current assets |
210,008 | 200,055 | ||||||
|
|
|
|
|
|||||
| Non-current assets |
||||||||
| Investments in other equity instruments |
424 | 427 | ||||||
| Long-term equity investments |
453,432 | 451,677 | ||||||
| Fixed assets |
256,997 | 264,241 | ||||||
| Oil and gas properties |
582,078 | 598,665 | ||||||
| Construction in progress |
142,323 | 142,470 | ||||||
| Right-of-use assets |
67,227 | 66,765 | ||||||
| Intangible assets |
65,682 | 65,841 | ||||||
| Goodwill |
30 | 30 | ||||||
| Long-term prepaid expenses |
8,263 | 8,980 | ||||||
| Deferred tax assets |
1,569 | 2,008 | ||||||
| Other non-current assets |
16,761 | 13,524 | ||||||
|
|
|
|
|
|||||
| Total non-current assets |
1,594,786 | 1,614,628 | ||||||
|
|
|
|
|
|||||
| TOTAL ASSETS |
1,804,794 | 1,814,683 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
17
2. Company Balance Sheet (Continued)
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
March 31, 2021 | December 31, 2020 | ||||||
| RMB million | RMB million | |||||||
| Current liabilities |
||||||||
| Short-term borrowings |
25,865 | 25,923 | ||||||
| Notes payable |
18,380 | 18,203 | ||||||
| Accounts payable |
73,703 | 99,276 | ||||||
| Contracts liabilities |
57,010 | 59,877 | ||||||
| Employee compensation payable |
8,268 | 6,559 | ||||||
| Taxes payable |
33,184 | 45,769 | ||||||
| Other payables |
62,669 | 74,496 | ||||||
| Current portion of non-current liabilities |
28,154 | 64,745 | ||||||
| Other current liabilities |
22,525 | 1,791 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
329,758 | 396,639 | ||||||
|
|
|
|
|
|||||
| Non-current liabilities |
||||||||
| Long-term borrowings |
101,484 | 68,829 | ||||||
| Debentures payable |
87,000 | 87,000 | ||||||
| Lease liabilities |
49,735 | 47,983 | ||||||
| Provisions |
82,693 | 81,941 | ||||||
| Other non-current liabilities |
4,970 | 5,496 | ||||||
|
|
|
|
|
|||||
| Total non-current liabilities |
325,882 | 291,249 | ||||||
|
|
|
|
|
|||||
| Total liabilities |
655,640 | 687,888 | ||||||
|
|
|
|
|
|||||
| Shareholders’ equity |
||||||||
| Share capital |
183,021 | 183,021 | ||||||
| Capital surplus |
127,085 | 127,044 | ||||||
| Special reserve |
5,336 | 4,708 | ||||||
| Other comprehensive income |
526 | 455 | ||||||
| Surplus reserves |
192,465 | 192,465 | ||||||
| Undistributed profits |
640,721 | 619,102 | ||||||
|
|
|
|
|
|||||
| Total shareholders’ equity |
1,149,154 | 1,126,795 | ||||||
|
|
|
|
|
|||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
1,804,794 | 1,814,683 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
18
3. Consolidated Income Statement
| Items |
Three months ended March 31 | |||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| Operating income |
551,923 | 509,098 | ||||||
| Less: Cost of sales |
(425,056 | ) | (425,541 | ) | ||||
| Taxes and surcharges |
(48,292 | ) | (45,325 | ) | ||||
| Selling expenses |
(16,327 | ) | (16,157 | ) | ||||
| General and administrative expenses |
(13,431 | ) | (13,800 | ) | ||||
| Research and development expenses |
(4,534 | ) | (3,975 | ) | ||||
| Finance expenses |
(4,699 | ) | (7,288 | ) | ||||
| Including: Interest expenses |
(5,277 | ) | (7,830 | ) | ||||
| Interest income |
692 | 790 | ||||||
| Add: Other income |
955 | 1,794 | ||||||
| Investment income / (loss) |
3,320 | (89 | ) | |||||
| Including: Income / (loss) from investment in associates and joint ventures |
3,239 | (221 | ) | |||||
| Credit losses |
(30 | ) | (121 | ) | ||||
| Asset impairment losses |
(26 | ) | (7,848 | ) | ||||
| Gain on asset disposal |
346 | — | ||||||
|
|
|
|
|
|||||
| Operating profit / (loss) |
44,149 | (9,252 | ) | |||||
|
|
|
|
|
|||||
| Add: Non-operating income |
478 | 310 | ||||||
| Less: Non-operating expenses |
(1,167 | ) | (1,733 | ) | ||||
|
|
|
|
|
|||||
| Profit /(loss) before taxation |
43,460 | (10,675 | ) | |||||
|
|
|
|
|
|||||
| Less: Taxation |
(11,817 | ) | (2,678 | ) | ||||
|
|
|
|
|
|||||
| Net profit / (loss) |
31,643 | (13,353 | ) | |||||
|
|
|
|
|
|||||
| Classified by continuity of operations: |
||||||||
| Net profit /(loss) from continuous operation |
31,643 | (13,353 | ) | |||||
| Net profit from discontinued operation |
— | — | ||||||
| Classified by ownership: |
||||||||
| Shareholders of the Company |
27,719 | (16,234 | ) | |||||
| Non-controlling interests |
3,924 | 2,881 | ||||||
| Earnings /(loss) per share |
||||||||
| Basic earnings / (loss) per share (RMB Yuan) |
0.151 | (0.089 | ) | |||||
| Diluted earnings / (loss) per share (RMB Yuan) |
0.151 | (0.089 | ) | |||||
| Other comprehensive income, net of tax |
(1,570 | ) | (3,331 | ) | ||||
| Other comprehensive income (net of tax) attributable to equity holders of the Company |
(1,765 | ) | (2,988 | ) | ||||
| (1) Items that will not be reclassified to profit or loss: |
||||||||
| Changes in fair value of investments in other equity instruments |
(14 | ) | (48 | ) | ||||
| (2) Items that may be reclassified to profit or loss: |
||||||||
| Other comprehensive income recognised under equity method |
72 | (117 | ) | |||||
| Translation differences arising from translation of foreign currency financial statements |
(1,823 | ) | (2,823 | ) | ||||
| Other comprehensive income (net of tax) attributable to non-controlling interests |
195 | (343 | ) | |||||
|
|
|
|
|
|||||
| Total comprehensive income |
30,073 | (16,684 | ) | |||||
|
|
|
|
|
|||||
| Attributable to: |
||||||||
| Equity holders of the Company |
25,954 | (19,222 | ) | |||||
| Non-controlling interests |
4,119 | 2,538 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
19
4. Income Statement
| Items |
Three months ended March 31 | |||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| Operating income |
323,706 | 274,953 | ||||||
| Less: Cost of sales |
(233,870 | ) | (233,019 | ) | ||||
| Taxes and surcharges |
(38,385 | ) | (35,121 | ) | ||||
| Selling expenses |
(11,114 | ) | (10,943 | ) | ||||
| General and administrative expenses |
(8,797 | ) | (9,043 | ) | ||||
| Research and development expenses |
(4,034 | ) | (3,596 | ) | ||||
| Finance expenses |
(3,821 | ) | (5,703 | ) | ||||
| Including: Interest expenses |
(3,945 | ) | (5,702 | ) | ||||
| Interest income |
182 | 68 | ||||||
| Add: Other income |
818 | 1,463 | ||||||
| Investment income |
4,025 | 2,766 | ||||||
| Including: Income from investment in associates and joint ventures |
2,601 | 741 | ||||||
| Credit losses |
(22 | ) | (108 | ) | ||||
| Asset impairment losses |
(15 | ) | (1,963 | ) | ||||
| Gains on asset disposal |
337 | 4 | ||||||
|
|
|
|
|
|||||
| Operating profit / (loss) |
28,828 | (20,310 | ) | |||||
|
|
|
|
|
|||||
| Add: Non-operating income |
354 | 242 | ||||||
| Less: Non-operating expenses |
(975 | ) | (1,505 | ) | ||||
|
|
|
|
|
|||||
| Profit / (loss) before taxation |
28,207 | (21,573 | ) | |||||
|
|
|
|
|
|||||
| Less: Taxation |
(6,588 | ) | 3,577 | |||||
|
|
|
|
|
|||||
| Net profit / (loss) |
21,619 | (17,996 | ) | |||||
|
|
|
|
|
|||||
| Classified by continuity of operations: |
||||||||
| Net profit / (loss) from continuous operation |
21,619 | (17,996 | ) | |||||
| Net profit from discontinued operation |
— | — | ||||||
| Earnings / (loss) per share |
||||||||
| Basic earnings / (loss) per share (RMB Yuan) |
0.118 | (0.098 | ) | |||||
| Diluted earnings / (loss) per share (RMB Yuan) |
0.118 | (0.098 | ) | |||||
| Other comprehensive income, net of tax |
72 | (157 | ) | |||||
| (1) Items that will not be reclassified to profit or loss: |
||||||||
| Changes in fair value of investments in other equity instruments |
(2 | ) | (45 | ) | ||||
| (2) Items that may be reclassified to profit or loss: |
||||||||
| Other comprehensive income recognised under equity method |
74 | (112 | ) | |||||
|
|
|
|
|
|||||
| Total comprehensive income |
21,691 | (18,153 | ) | |||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
20
5. Consolidated Cash Flow Statement
| Items |
Three months ended March 31 | |||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| Cash flows from operating activities |
||||||||
| Cash received from sales of goods and rendering of services |
600,249 | 561,517 | ||||||
| Cash received relating to other operating activities |
1,702 | 1,867 | ||||||
|
|
|
|
|
|||||
| Sub-total of cash inflows |
601,951 | 563,384 | ||||||
|
|
|
|
|
|||||
| Cash paid for goods and services |
(484,196 | ) | (444,079 | ) | ||||
| Cash paid to and on behalf of employees |
(32,257 | ) | (31,407 | ) | ||||
| Payments of various taxes |
(71,903 | ) | (90,302 | ) | ||||
| Cash paid relating to other operating activities |
(15,395 | ) | (15,692 | ) | ||||
|
|
|
|
|
|||||
| Sub-total of cash outflows |
(603,751 | ) | (581,480 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows used for operating activities |
(1,800 | ) | (18,096 | ) | ||||
|
|
|
|
|
|||||
| Cash flows from investing activities |
||||||||
| Cash received from disposal of investments |
5,706 | 83 | ||||||
| Cash received from returns on investments |
799 | 1,108 | ||||||
| Net cash received from disposal of fixed assets, oil and gas properties, intangible assets and other long-term assets |
570 | 24 | ||||||
|
|
|
|
|
|||||
| Sub-total of cash inflows |
7,075 | 1,215 | ||||||
|
|
|
|
|
|||||
| Cash paid to acquire fixed assets, oil and gas properties, intangible assets and other long-term assets |
(37,095 | ) | (49,872 | ) | ||||
| Cash paid to acquire investments |
(12,891 | ) | (1,344 | ) | ||||
|
|
|
|
|
|||||
| Sub-total of cash outflows |
(49,986 | ) | (51,216 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows used for investing activities |
(42,911 | ) | (50,001 | ) | ||||
|
|
|
|
|
|||||
| Cash flows from financing activities |
||||||||
| Cash received from capital contributions |
— | 59 | ||||||
| Including: Cash received from non-controlling interests’ capital contributions to subsidiaries |
— | 59 | ||||||
| Cash received from borrowings |
236,680 | 284,883 | ||||||
|
|
|
|
|
|||||
| Sub-total of cash inflows |
236,680 | 284,942 | ||||||
|
|
|
|
|
|||||
| Cash repayments of borrowings |
(189,387 | ) | (216,070 | ) | ||||
| Cash payments for interest expenses and distribution of dividends or profits |
(6,707 | ) | (7,363 | ) | ||||
| Including: Subsidiaries’ cash payments for distribution of dividends or profits to non-controlling interests |
(707 | ) | (842 | ) | ||||
| Cash payments relating to other financing activities |
(3,027 | ) | (3,388 | ) | ||||
|
|
|
|
|
|||||
| Sub-total of cash outflows |
(199,121 | ) | (226,821 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows from financing activities |
37,559 | 58,121 | ||||||
|
|
|
|
|
|||||
| Effect of foreign exchange rate changes on cash and cash equivalents |
319 | 872 | ||||||
|
|
|
|
|
|||||
| Net decrease in cash and cash equivalents |
(6,833 | ) | (9,104 | ) | ||||
|
|
|
|
|
|||||
| Add: Cash and cash equivalents at beginning of the period |
118,631 | 86,409 | ||||||
|
|
|
|
|
|||||
| Cash and cash equivalents at end of the period |
111,798 | 77,305 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
21
6. Company Cash Flow Statement
| Items |
Three months ended March 31 | |||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| Cash flows from operating activities |
||||||||
| Cash received from sales of goods and rendering of services |
352,259 | 308,755 | ||||||
| Cash received relating to other operating activities |
663 | 1,726 | ||||||
|
|
|
|
|
|||||
| Sub-total of cash inflows |
352,922 | 310,481 | ||||||
|
|
|
|
|
|||||
| Cash paid for goods and services |
(254,315 | ) | (207,655 | ) | ||||
| Cash paid to and on behalf of employees |
(22,952 | ) | (22,342 | ) | ||||
| Payments of various taxes |
(57,594 | ) | (65,330 | ) | ||||
| Cash paid relating to other operating activities |
(14,668 | ) | (14,121 | ) | ||||
|
|
|
|
|
|||||
| Sub-total of cash outflows |
(349,529 | ) | (309,448 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows from operating activities |
3,393 | 1,033 | ||||||
|
|
|
|
|
|||||
| Cash flows from investing activities |
||||||||
| Cash received from disposal of investments |
3,531 | 2,511 | ||||||
| Cash received from returns on investments |
1,740 | 1,472 | ||||||
| Net cash received from disposal of fixed assets, oil and gas properties, intangible assets and other long-term assets |
378 | 4 | ||||||
|
|
|
|
|
|||||
| Sub-total of cash inflows |
5,649 | 3,987 | ||||||
|
|
|
|
|
|||||
| Cash paid to acquire fixed assets, oil and gas properties, intangible assets and other long-term assets |
(20,294 | ) | (31,654 | ) | ||||
| Cash paid to acquire investments |
(5,446 | ) | (7,460 | ) | ||||
|
|
|
|
|
|||||
| Sub-total of cash outflows |
(25,740 | ) | (39,114 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows used for investing activities |
(20,091 | ) | (35,127 | ) | ||||
|
|
|
|
|
|||||
| Cash flows from financing activities |
||||||||
| Cash received from borrowings |
88,127 | 110,734 | ||||||
|
|
|
|
|
|||||
| Sub-total of cash inflows |
88,127 | 110,734 | ||||||
|
|
|
|
|
|||||
| Cash repayments of borrowings |
(74,194 | ) | (63,317 | ) | ||||
| Cash payments for interest expenses and distribution of dividends or profits |
(5,142 | ) | (5,217 | ) | ||||
| Cash payments relating to other financing activities |
(1,528 | ) | (3,264 | ) | ||||
|
|
|
|
|
|||||
| Sub-total of cash outflows |
(80,864 | ) | (71,798 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows from financing activities |
7,263 | 38,936 | ||||||
|
|
|
|
|
|||||
| Effect of foreign exchange rate changes on cash and cash equivalents |
— | — | ||||||
|
|
|
|
|
|||||
| Net (decrease) / increase in cash and cash equivalents |
(9,435 | ) | 4,842 | |||||
|
|
|
|
|
|||||
| Add: Cash and cash equivalents at beginning of the period |
40,787 | 4,636 | ||||||
|
|
|
|
|
|||||
| Cash and cash equivalents at end of the period |
31,352 | 9,478 | ||||||
|
|
|
|
|
|||||
| Chairman | Director and President | Chief Financial Officer | ||
| Dai Houliang | Huang Yongzhang | Chai Shouping |
22
B. Financial statements for the first quarter of 2021 prepared in accordance with IFRS
1. Consolidated Statement of Comprehensive Income
| Three months ended March 31 | ||||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| REVENUE |
551,923 | 509,098 | ||||||
|
|
|
|
|
|||||
| OPERATING EXPENSES |
||||||||
| Purchases, services and other |
(348,422 | ) | (354,585 | ) | ||||
| Employee compensation costs |
(33,197 | ) | (31,779 | ) | ||||
| Exploration expenses, including exploratory dry holes |
(7,057 | ) | (7,543 | ) | ||||
| Depreciation, depletion and amortisation |
(55,796 | ) | (57,825 | ) | ||||
| Selling, general and administrative expenses |
(14,989 | ) | (15,778 | ) | ||||
| Taxes other than income taxes |
(48,450 | ) | (45,476 | ) | ||||
| Other income net |
768 | 509 | ||||||
|
|
|
|
|
|||||
| TOTAL OPERATING EXPENSES |
(507,143 | ) | (512,477 | ) | ||||
|
|
|
|
|
|||||
| PROFIT / (LOSS) FROM OPERATIONS |
44,780 | (3,379 | ) | |||||
|
|
|
|
|
|||||
| FINANCE COSTS |
||||||||
| Exchange gain |
2,491 | 3,854 | ||||||
| Exchange loss |
(2,463 | ) | (3,885 | ) | ||||
| Interest income |
692 | 790 | ||||||
| Interest expense |
(5,277 | ) | (7,830 | ) | ||||
|
|
|
|
|
|||||
| TOTAL NET FINANCE COSTS |
(4,557 | ) | (7,071 | ) | ||||
|
|
|
|
|
|||||
| SHARE OF PROFIT / (LOSS) OF ASSOCIATES AND JOINT VENTURES |
3,239 | (221 | ) | |||||
|
|
|
|
|
|||||
| PROFIT / (LOSS) BEFORE INCOME TAX EXPENSE |
43,462 | (10,671 | ) | |||||
| INCOME TAX EXPENSE |
(11,817 | ) | (2,678 | ) | ||||
|
|
|
|
|
|||||
| PROFIT / (LOSS) FOR THE PERIOD |
31,645 | (13,349 | ) | |||||
|
|
|
|
|
|||||
| OTHER COMPREHENSIVE INCOME |
||||||||
| Items that will not be reclassified to profit or loss: |
|
|||||||
| Fair value changes in equity investment measured at fair value through other comprehensive income |
(33 | ) | (30 | ) | ||||
| Items that are or may be reclassified subsequently to profit or loss: |
||||||||
| Currency translation differences |
(1,609 | ) | (3,184 | ) | ||||
| Share of the other comprehensive income of associates and joint ventures accounted for using the equity method |
72 | (117 | ) | |||||
|
|
|
|
|
|||||
| OTHER COMPREHENSIVE INCOME, NET OF TAX |
(1,570 | ) | (3,331 | ) | ||||
|
|
|
|
|
|||||
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
30,075 | (16,680 | ) | |||||
|
|
|
|
|
|||||
| PROFIT/(LOSS) FOR THE PERIOD ATTRIBUTABLE TO: |
||||||||
| Owners of the Company |
27,721 | (16,230 | ) | |||||
| Non-controlling interests |
3,924 | 2,881 | ||||||
|
|
|
|
|
|||||
| 31,645 | (13,349 | ) | ||||||
|
|
|
|
|
|||||
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ATTRIBUTABLE TO: |
||||||||
| Owners of the Company |
25,956 | (19,218 | ) | |||||
| Non-controlling interests |
4,119 | 2,538 | ||||||
|
|
|
|
|
|||||
| 30,075 | (16,680 | ) | ||||||
|
|
|
|
|
|||||
| BASIC AND DILUTED EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY (RMB YUAN) |
0.151 | (0.089 | ) | |||||
|
|
|
|
|
|||||
23
2. Consolidated Statement of Financial Position
| March 31, 2021 | December 31, 2020 | |||||||
| RMB million | RMB million | |||||||
| NON-CURRENT ASSETS |
||||||||
| Property, plant and equipment |
1,421,438 | 1,452,091 | ||||||
| Investments in associates and joint ventures |
254,013 | 250,603 | ||||||
| Equity investments measured at fair value through other comprehensive income |
863 | 902 | ||||||
| Right-of-use assets |
210,632 | 209,786 | ||||||
| Intangible and other non-current assets |
72,257 | 67,494 | ||||||
| Deferred tax assets |
11,896 | 11,364 | ||||||
| Time deposits with maturities over one year |
9,119 | 9,119 | ||||||
|
|
|
|
|
|||||
| TOTAL NON-CURRENT ASSETS |
1,980,218 | 2,001,359 | ||||||
|
|
|
|
|
|||||
| CURRENT ASSETS |
||||||||
| Inventories |
163,806 | 128,539 | ||||||
| Accounts receivable |
80,752 | 52,325 | ||||||
| Prepayments and other current assets |
105,347 | 109,262 | ||||||
| Notes receivable |
7,798 | 8,076 | ||||||
| Time deposits with maturities over three months but within one year |
34,381 | 27,319 | ||||||
| Cash and cash equivalents |
111,798 | 118,631 | ||||||
| Assets held for sale |
43,654 | 42,615 | ||||||
|
|
|
|
|
|||||
| TOTAL CURRENT ASSETS |
547,536 | 486,767 | ||||||
|
|
|
|
|
|||||
| CURRENT LIABILITIES |
||||||||
| Accounts payable and accrued liabilities |
287,966 | 316,140 | ||||||
| Contract liabilities |
91,141 | 91,477 | ||||||
| Income taxes payable |
5,598 | 3,730 | ||||||
| Other taxes payable |
42,533 | 59,994 | ||||||
| Short-term borrowings |
125,657 | 117,542 | ||||||
| Lease liabilities |
5,274 | 6,579 | ||||||
| Liabilities held for sale |
12,903 | 9,956 | ||||||
|
|
|
|
|
|||||
| TOTAL CURRENT LIABILITIES |
571,072 | 605,418 | ||||||
|
|
|
|
|
|||||
| NET CURRENT LIABILITIES |
(23,536 | ) | (118,651 | ) | ||||
|
|
|
|
|
|||||
| TOTAL ASSETS LESS CURRENT LIABILITIES |
1,956,682 | 1,882,708 | ||||||
|
|
|
|
|
|||||
| EQUITY |
||||||||
| EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY: |
| |||||||
| Share capital |
183,021 | 183,021 | ||||||
| Retained earnings |
755,676 | 727,955 | ||||||
| Reserves |
303,068 | 304,182 | ||||||
|
|
|
|
|
|||||
| TOTAL EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY |
1,241,765 | 1,215,158 | ||||||
| NON-CONTROLLING INTERESTS |
154,390 | 151,463 | ||||||
|
|
|
|
|
|||||
| TOTAL EQUITY |
1,396,155 | 1,366,621 | ||||||
|
|
|
|
|
|||||
| NON-CURRENT LIABILITIES |
||||||||
| Long-term borrowings |
290,541 | 251,379 | ||||||
| Asset retirement obligations |
115,954 | 114,819 | ||||||
| Lease liabilities |
126,084 | 122,644 | ||||||
| Deferred tax liabilities |
17,391 | 16,380 | ||||||
| Other long-term obligations |
10,557 | 10,865 | ||||||
|
|
|
|
|
|||||
| TOTAL NON-CURRENT LIABILITIES |
560,527 | 516,087 | ||||||
|
|
|
|
|
|||||
| TOTAL EQUITY AND NON-CURRENT LIABILITIES |
1,956,682 | 1,882,708 | ||||||
|
|
|
|
|
|||||
24
3. Consolidated Statement of Cash Flows
| Three months ended March 31 | ||||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES |
||||||||
| Profit / (loss) for the period |
31,645 | (13,349 | ) | |||||
| Adjustments for: |
||||||||
| Income tax expense |
11,817 | 2,678 | ||||||
| Depreciation, depletion and amortisation |
55,796 | 57,825 | ||||||
| Capitalised exploratory costs charged to expense |
1,984 | 3,134 | ||||||
| Safety fund reserve |
656 | 1,340 | ||||||
| Share of (profit) /loss of associates and joint ventures |
(3,239 | ) | 221 | |||||
| Provision for impairment of receivables, net |
30 | 121 | ||||||
| Write down in inventories, net |
26 | 7,848 | ||||||
| Loss on disposal of property, plant and equipment |
79 | 223 | ||||||
| (Gain) /loss on disposal of other non-current assets |
(346 | ) | 1 | |||||
| Dividend income |
— | (1 | ) | |||||
| Interest income |
(692 | ) | (790 | ) | ||||
| Interest expense |
5,277 | 7,830 | ||||||
| Changes in working capital: |
||||||||
| Accounts receivable, prepayments and other current assets |
(23,059 | ) | (30,608 | ) | ||||
| Inventories |
(35,293 | ) | (11,795 | ) | ||||
| Accounts payable and accrued liabilities |
(43,069 | ) | (35,655 | ) | ||||
| Contract liabilities |
(336 | ) | 2,503 | |||||
|
|
|
|
|
|||||
| CASH FLOWS GENERATED FROM / (USED FOR) OPERATIONS |
1,276 | (8,474 | ) | |||||
| Income taxes paid |
(3,076 | ) | (9,622 | ) | ||||
|
|
|
|
|
|||||
| NET CASH FLOWS USED FOR OPERATING ACTIVITIES |
(1,800 | ) | (18,096 | ) | ||||
|
|
|
|
|
|||||
25
3. Consolidated Statement of Cash Flows (Continued)
| Three months ended March 31 | ||||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| CASH FLOWS FROM INVESTING ACTIVITIES |
||||||||
| Capital expenditures |
(36,967 | ) | (48,913 | ) | ||||
| Acquisition of investments in associates and joint ventures |
(124 | ) | (1,113 | ) | ||||
| Prepayments on long-term leases |
(42 | ) | (771 | ) | ||||
| Acquisition of intangible assets and other non-current assets |
(86 | ) | (188 | ) | ||||
| Acquisition of subsidiaries |
— | (58 | ) | |||||
| Proceeds from disposal of property, plant and equipment |
236 | 6 | ||||||
| Proceeds from disposal of other non-current assets |
335 | 18 | ||||||
| Interest received |
695 | 826 | ||||||
| Dividends received |
104 | 282 | ||||||
| Increase in time deposits with maturities over three months |
(7,062 | ) | (90 | ) | ||||
|
|
|
|
|
|||||
| NET CASH FLOWS USED FOR INVESTING ACTIVITIES |
(42,911 | ) | (50,001 | ) | ||||
|
|
|
|
|
|||||
| CASH FLOWS FROM FINANCING ACTIVITIES |
||||||||
| Repayments of short-term borrowings |
(165,232 | ) | (193,862 | ) | ||||
| Repayments of long-term borrowings |
(24,155 | ) | (22,208 | ) | ||||
| Repayments of lease liabilities |
(3,027 | ) | (3,388 | ) | ||||
| Interest paid |
(6,000 | ) | (6,521 | ) | ||||
| Dividends paid to non-controlling interests |
(707 | ) | (842 | ) | ||||
| Increase in short-term borrowings |
173,347 | 252,019 | ||||||
| Increase in long-term borrowings |
63,333 | 32,864 | ||||||
| Cash contribution from non-controlling interests |
— | 59 | ||||||
|
|
|
|
|
|||||
| NET CASH FLOWS FROM FINANCING ACTIVITIES |
37,559 | 58,121 | ||||||
|
|
|
|
|
|||||
| TRANSLATION OF FOREIGN CURRENCY |
319 | 872 | ||||||
|
|
|
|
|
|||||
| Decrease in cash and cash equivalents |
(6,833 | ) | (9,104 | ) | ||||
| Cash and cash equivalents at beginning of the period |
118,631 | 86,409 | ||||||
|
|
|
|
|
|||||
| Cash and cash equivalents at end of the period |
111,798 | 77,305 | ||||||
|
|
|
|
|
|||||
26
4. Segment Information
| Three months ended March 31 | ||||||||
| 2021 | 2020 | |||||||
| RMB million | RMB million | |||||||
| Revenue |
||||||||
| Exploration and Production |
||||||||
| Intersegment sales |
122,515 | 131,184 | ||||||
| Revenue from external customers |
25,495 | 23,408 | ||||||
|
|
|
|
|
|||||
| 148,010 | 154,592 | |||||||
| Refining and Chemicals |
||||||||
| Intersegment sales |
136,851 | 137,634 | ||||||
| Revenue from external customers |
78,255 | 39,972 | ||||||
|
|
|
|
|
|||||
| 215,106 | 177,606 | |||||||
| Marketing |
||||||||
| Intersegment sales |
76,416 | 75,560 | ||||||
| Revenue from external customers |
337,530 | 349,402 | ||||||
|
|
|
|
|
|||||
| 413,946 | 424,962 | |||||||
| Natural Gas and Pipeline |
||||||||
| Intersegment sales |
4,707 | 8,570 | ||||||
| Revenue from external customers |
110,523 | 96,201 | ||||||
|
|
|
|
|
|||||
| 115,230 | 104,771 | |||||||
| Head Office and Other |
||||||||
| Intersegment sales |
36 | 18 | ||||||
| Revenue from external customers |
120 | 115 | ||||||
|
|
|
|
|
|||||
| 156 | 133 | |||||||
| Total revenue from external customers |
551,923 | 509,098 | ||||||
|
|
|
|
|
|||||
| Profit / (loss) from operations |
||||||||
| Exploration and Production |
12,882 | 14,883 | ||||||
| Refining and Chemicals |
14,675 | (8,702 | ) | |||||
| Marketing |
3,315 | (16,593 | ) | |||||
| Natural Gas and Pipeline |
18,519 | 11,359 | ||||||
| Head Office and Other |
(4,611 | ) | (4,326 | ) | ||||
|
|
|
|
|
|||||
| 44,780 | (3,379 | ) | ||||||
|
|
|
|
|
|||||
27
Exhibit 99.2
Various Measures Contributed to a Flying Start to 2021 and Best Quarterly Results in the Past 7 Years
PetroChina Recorded Net Profit of RMB27.7 Billion in First Quarter of 2021
(Beijing, 29 April 2021) – PetroChina Company Limited (“PetroChina” or “the Company”, HKSE: 00857; NYSE: PTR; SSE: 601857) announced today that in the first quarter of 2021, grasping the favorable opportunities of macroeconomic recovery and demand rebound in the oil and gas market, the Company continued to optimize production and operation, vigorously strengthened marketing and further enhanced quality and profitability. The Company’s operating results enjoyed a promising start to 2021, achieving the best quarterly performance in the past 7 years.
Major products recorded growth in production and sales. Domestic oil and gas equivalent output was 373 million barrels, representing an increase of 4.3% year-on-year. Marketable natural gas output was 1.12 trillion cubic feet, representing an increase of 9.6% year-on-year. Outputs of chemical commodity products reached 7.381 million tons, representing an increase of 10.8% year-on-year. A total of 24.195 million tons of refined oil was sold domestically, representing an increase of 20.9% year-on-year. Domestic natural gas sales volume reached RMB54.655 billion cubic meters, representing an increase of 14.6% year-on-year. Key cost metrics continued to decline. The oil and gas lifting cost decreased by 8.0% year-on-year after excluding the impact of exchange rate changes, while cash processing cost of refineries decreased by 8.2% year-on-year. Operating efficiency significantly increased. Under the International Financial Reporting Standards, PetroChina achieved a revenue of RMB551,923 million in the first quarter of 2021, representing an increase of 8.4% year-on-year. The net profit attributable to owners of the Company amounted to RMB27,721 million, achieving the best quarterly performance in the past 7 years.
1
First Quarter Results Review
Strengthened exploration and production, spared no effort to increase profitable production. The Company vigorously implemented the strategy of “stabilizing oil and increasing gas”, which helped domestic oil and natural gas equivalent output reach 373 million barrels, representing an increase of 4.3% year-on-year. Domestic marketable natural gas output reached 1.12 trillion cubic feet, representing an increase of 9.6% year-on-year. The Exploration and Production segment recorded an operating profit of RMB12,882 million. The Company strictly controlled cost and expenses and continued to reduce the unit oil and gas lifting cost, which decreased by 8% compared with the same period last year, after excluding the impact of exchange rate changes.
Adhered to the principles of market orientation and significantly raised refining profitability. The Company seized the favorable tailwinds of demand rebound and price increase of refining and chemicals products, actively promoted transformation and upgrading, solidified the connection between production and sales, continued to optimize product structure, and strived to enlarge the production and sales of high value-added products. The Company processed 298 million barrels of crude oil, representing an increase of 7.8% year-on-year; produced major oil products of 26.946 million tons, representing an increase of 6.9% year-on-year; outputs of chemical commodity products reached 7.381 million tons, representing an increase of 10.8% year-on-year. The Refining and Chemicals segment recorded an operating profit of RMB14,675 million.
2
Bolstered refined marketing, strived to expand sales and increase efficiency. The Company overcame the adverse impact of excessive resources, intense competition, and the rebound of the pandemic in certain areas. Further, the Company subdivided the market by region and product type to carry out market analysis, organized and initiated campaigns to expand retail sales volume and profitability creation, as well as promoted the sales and production increase of aviation kerosene. Domestic sales of refined oil products reached 24.195 million tons, representing an increase of 20.9% year-on-year. The Marketing segment recorded an operating profit of RMB3,315 million.
Continued to optimize the structure of gas source, endeavored to promote sales volume and efficiency in peak consumption seasons. The Company fully grasped the advantages of the costs of imported natural gas and seized the favorable opportunity of peak consumption seasons, increased efforts in market development, continued to optimize and adjust its marketing strategy and endeavored to reduce costs. Domestic natural gas sale volume reached 54.655 billion cubic meters, representing an increase of 14.6% year-on-year. The natural gas and pipelines segment recorded an operating profit of RMB18,519 million.
Outlook
The Company will continue to adhere to market-oriented and efficiency-centric principles, emphasize structural adjustments, continue reform and innovation, as well as enhance quality and profitability. The Company will also consolidate its foundation by strengthening safety and environmental protection, and further advance the development of digitization, artificial intelligence, and green and low-carbon transformation, to drive continued superior performance, reward shareholders and give back to society through pragmatic actions.
###
3
Additional information on PetroChina is available at the Company’s website:
http://www.petrochina.com.cn
Issued by PetroChina Company Limited
For further information, please contact:
PetroChina Company Limited
| PR Agency (Overseas media): | ||
| Hill+Knowlton Strategies | Fax: (852) 2576 1990 | |
| Joanne Lam | Tel: (852) 2894 6211 | |
| Email: petrochina@hkstrategies.com | ||
| PR Agency (Domestic media): | ||
| EverBloom Investment Consulting Lt. Co. | Fax: (8610) 8562 3181 | |
| Di Shen | Tel: (8610) 5166 3828 | |
| Email: zhongshiyou.list@everbloom.com |
4
Exhibit 99.3
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.
中國石油天然氣股份有限公司
PETROCHINA COMPANY LIMITED
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 857)
POTENTIAL CONNECTED TRANSACTION
PROPOSED PARTICIPATION IN THE ESTABLISHMENT OF AN INDUSTRY INVESTMENT COMPANY
This announcement is made by PetroChina Company Limited (the “Company”) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (the “SFO”) (Chapter 571, Laws of Hong Kong).
The board of directors (the “Board”) of the Company announces that China National Petroleum Corporation (“CNPC”), the Company and CNPC Capital Company Limited (“CNPC Capital”, together with CNPC and the Company, the “Parties”) proposed to jointly establish an industry investment company (the “Proposed Target Company”) (the “Potential Connected Transaction”).
| 1. | PRELIMINARY PROPOSAL OF POTENTIAL CONNECTED TRANSACTION |
| Proposed company name | CNPC Kunlun Capital Company Limited （中國石油集團昆侖資本有限公司） | |
| Proposed registered address | Hainan Province or Shanghai City in the PRC | |
| Proposed registered capital | RMB10 billion | |
1
| Proposed contribution and shareholding structure | Parties | Proposed (RMB in billion) |
Shareholding in (%) | |||
| CNPC | 5.1 | 51.0 | ||||
| The Company | 2.9 | 29.0 | ||||
| CNPC Capital | 2.0 | 20.0 | ||||
| Proposed source and form of contribution | Contribution in cash by the self-owned funds | |||||
| Proposed payment schedule | The Parties will pay their respective proposed subscription amount in 3 steps within three years by the ratio of 3:3:4. | |||||
As of the date of this announcement, the Parties has not entered into any legally binding agreement on the Potential Connected Transaction, the proposal of the Potential Connected Transaction has not been finalized and is still subject to the adjustment based on the transaction situations.
| 2. | REASONS FOR AND BENEFITS OF THE PROPOSED CONNECTED TRANSACTION |
Participation in the establishment of the Proposed Target Company which will be specialized in the investment of strategic emerging industries will be beneficial to (i) the implementation of the Company’s innovative strategy and green low-carbon strategy by investing in strategic emerging industries to build a multi-functional business structure; (ii) discovering the strategic investment opportunities through financial investments, playing the role of industrial capital in incubation and development, and promoting the elevation of capital and financial business, to foster the formation of new technologies and new business scenarios; and (3) revitalizing the capital stock, realizing the rational flow of capital and maintaining and increasing the value.
| 3. | LISTING RULES IMPLICATION |
As at the date of the announcement, CNPC is the controlling shareholder of the Company, and is therefore a connected person of the Company under Chapter 14A of the Listing Rules. CNPC Capital constitutes a connected person of the Company by virtue of being an associate of CNPC and the Potential Connected Transaction, if materializes, will constitute a connected transaction of the Company under Chapter 14A of the Listing Rules. The Company will make further announcement as and when appropriate in accordance with the Listing Rules.
Due to their positions in CNPC and/or its associates, each of Mr. Dai Houliang, Mr. Li Fanrong, Mr. Duan Liangwei, Mr. Liu Yuezhen, Mr. Jiao Fangzheng and Mr. Huang Yongzhang has abstained from voting on the Board resolution approving the Potential Connected Transaction.
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| 4. | INFORMATION OF THE PARTIES |
| The Company | The Company was established as a joint stock company limited by shares incorporated in the PRC on 5 November 1999 under the Company Law of the People’s Republic of China (“Company Law”). The Company principally engages in the exploration, development, production and sales of crude oil and natural gas; the refining of crude oil and petroleum products; the production and sales of basic and derivative chemical products and other chemical products; the marketing and trading of refined products; and the transmission of natural gas, crude oil and refined products, and the sales of natural gas. | |
| CNPC | CNPC is a state-authorized investment corporation and state-owned enterprise, and also the controlling shareholder and a connected person of the Company. CNPC is an integrated energy corporation with businesses covering oil and gas exploration and development, refining and petrochemical, oil product marketing, oil and gas storage and transportation, international trading, engineering and technical services and petroleum equipment manufacturing. | |
| CNPC Capital | CNPC Capital, a subsidiary of CNPC, is a company listed on Shenzhen Stock Exchange that was renamed in early 2017 after the reorganization of the assets of Jinan Diesel Engine Company Limited. The stock code 000617 remains unchanged, and the stock abbreviation is “CNPCCCL”. As a company specialized in financial business management, it serves as a platform for financial business integration, financial equity investment, financial asset supervision, and financial risk control of CNPC. CNPC Capital is an all-round comprehensive financial business company and its business scope covers financial company, banking, financial leasing, trust, insurance, insurance brokerage, securities and other businesses. | |
The Potential Connected Transaction may, or may not, proceed. Therefore, the shareholders and potential investors of the Company are advised to exercise caution when dealing in the shares of the Company.
| By order of the Board |
| PetroChina Company Limited |
| Company Secretary |
| Chai Shouping |
Beijing, the PRC
29 April 2021
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As at the date of this announcement, the Board comprises Mr. Dai Houliang as Chairman; Mr. Li Fanrong as Vice Chairman and non-executive Director; Mr. Duan Liangwei, Mr. Liu Yuezhen and Mr. Jiao Fangzheng as non-executive Directors; Mr. Huang Yongzhang as executive Director; and Ms. Elsie Leung Oi-sie, Mr. Tokuchi Tatsuhito, Mr. Simon Henry, Mr. Cai Jinyong and Mr. Jiang, Simon X. as independent non-executive Directors.
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