0001553350-14-000321.txt : 20140401 0001553350-14-000321.hdr.sgml : 20140401 20140331192525 ACCESSION NUMBER: 0001553350-14-000321 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140331 FILED AS OF DATE: 20140401 DATE AS OF CHANGE: 20140331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA NATURAL RESOURCES INC CENTRAL INDEX KEY: 0000793628 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26046 FILM NUMBER: 14731884 BUSINESS ADDRESS: STREET 1: RM 2205 22F WEST TOWER SHUN TAK CENTRE STREET 2: 168-200 CONNAUGHT ROAD C CITY: SHEUNG WAN HONG KONG STATE: K3 ZIP: - BUSINESS PHONE: 01185228107205 MAIL ADDRESS: STREET 1: RM 2205 22F WEST TOWER SHUN TAK CENTRE STREET 2: 168-200 CONNAUGHT ROAD C CITY: SHEUNG WAN HONG KONG STATE: K3 ZIP: - FORMER COMPANY: FORMER CONFORMED NAME: CHINA RESOURCES DEVELOPMENT INC DATE OF NAME CHANGE: 19950104 FORMER COMPANY: FORMER CONFORMED NAME: MAGENTA CORP DATE OF NAME CHANGE: 19940217 6-K 1 chnr_6k.htm REPORT OF FOREIGN PRIVATE ISSUER REPORT OF FOREIGN PRIVATE ISSUER

 



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 March 2014.


Commission File Number 0-26046


China Natural Resources, Inc.

(Translation of registrant's name into English)


Room 2205, 22/F, West Tower, Shun Tak Centre,

168-200 Connaught Road Central, Sheung Wan, Hong Kong

(Address of principal executive offices)



Indicate by check mark whether the registrant files of will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F þ 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): ¨








 


Explanatory Note:

On January 22, 2014, China Natural Resources, Inc. (the “Company”) completed the distribution to stockholders of the shares of its wholly-owned subsidiary, Feishang Anthracite Resources Limited (“Feishang Anthracite”). At the same time (a) Feishang Anthracite’s registration of its common shares under Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) became effective and Feishang Anthracite now files periodic reports as a foreign private issuer under the Exchange Act and (b) the common shares of Feishang Anthracite became listed on the main board of the Stock Exchange of Hong Kong Limited (the “HKSE”) under the listed company designation “1738.”


In order to comply with its listing obligations on the HKSE, Feishang Anthracite has contemporaneously herewith  (a) announced the results of its operations for the year ended December 31, 2013 (the “Announcement”) and (b) filed a current report on Form 6-K with the Securities and Exchange Commission (the “Commission”) furnishing a copy of the Announcement as an exhibit thereto.


Inasmuch as Feishang Anthracite is announcing its results of operations for the year ended December 31, 2013, and the results of operations of Feishang Anthracite are inextricably tied to the results of operations of the Company for the year ended December 31, 2013, the Company has elected to announce the results of its operations for the year ended December 31, 2013 at this time, prior to the filing of its annual report on Form 20F. Since the Company’s results of operations could be extracted from Feishang Anthracite’s Announcement of the results of its operations, the Company believes that the announcement of the Company’s results of operations at this time will provide the investment community with more information with which to understand the results of the Company’s operations.


The results of operations of the Company for the year ended December 31, 2013 contained in the press release furnished herewith have been derived from and should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2013 to be contained in the Company’s annual report on Form 20-F to be filed with the Commission on or prior to April 30, 2014. The results of operations are provided for informational purposes only and do not contain financial statement footnotes and other information necessary for a full understanding of the Company’s financial condition and results of operations. The Company’s announcement of its results of operations does not signify that the Company will make similar announcements of its annual results of operations in future years.


Press Release


On March 31, 2014, China Natural Resources, Inc. issued a press release entitled “China Natural Resources, Inc. Announces 2013 Results of Operations.” The press release furnished herewith as Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, and is not incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.




Exhibits


Exhibit Number

Description

99.1

Press Release dated March 31, 2014




 



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 NATURAL RESOURCES, INC.


 

 

 

 

Date: March 31, 2014

By:

/s/ Li Feilie

 

 

 

Li Feilie

 

 

 

Chairman and Chief Executive Officer

 







 


EXHIBIT INDEX




Exhibit Number

Description

99.1

Press Release dated March 31, 2014






EX-99.1 2 chnr_ex99z1.htm PRESS RELEASE Press Release

EXHIBIT 99.1


CONTACT

Maxine Ma, Chief Financial Officer

011-852-2810-7205 or maxine@chnr.net


FOR IMMEDIATE RELEASE


CHINA NATURAL RESOURCES, INC. ANNOUNCES

2013 RESULTS OF OPERATIONS


HONG KONG, March 31, 2014 – CHINA NATURAL RESOURCES, INC. (NASDAQ: CHNR), a company based in the People’s Republic of China, today announced its results of operations for the year ended December 31, 2013 as follows.


CHINA NATURAL RESOURCES, INC.

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS

YEARS ENDED DECEMBER 31, 2011, 2012 AND 2013

(Amounts in thousands, except share and per share data)


 

 

 

Year Ended December 31,

 

 

 

 

2011

 

2012

 

2013

 

2013

 

 

 

 

CNY

 

CNY

 

CNY

 

US$

 

 

  

  

 

 

 

 

 

 

 

 

 

 

  

CONTINUING OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUES

 

 

 

42,940

 

 

14,728

 

 

41,360

 

6,832

 

COST OF SALES

 

 

 

(21,245

)

 

(9,036

)

 

(25,101

)

(4,146

)

GROSS PROFIT

 

 

 

21,695

 

 

5,692

 

 

16,259

 

2,686

 

SELLING AND DISTRIBUTION EXPENSES

 

 

 

(352

)

 

(193

)

 

(124

)

(20

)

ADMINISTRATIVE EXPENSES

 

 

 

(24,236

)

 

(19,425

)

 

(17,906

)

(2,959

)

OTHER OPERATING EXPENSES, NET

 

 

 

 

 

(2,457

)

 

(1,104

)

(182

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING LOSS

 

 

 

(2,893

)

 

(16,383

)

 

(2,875

)

(475

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCE COSTS

 

 

 

(374

)

 

(325

)

 

(360

)

(59

)

FOREIGN EXCHANGE DIFFERENCE, NET

 

 

 

 

 

 

 

2,445

 

404

 

INTEREST INCOME

 

 

 

1,149

 

 

1,574

 

 

1,814

 

300

 

NON-OPERATING INCOME (EXPENSES), NET

 

 

 

5,187

 

 

(222

)

 

(167

)

(28

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PROFIT (LOSS) BEFORE INCOME TAX FROM CONTINUING OPERATIONS

 

 

 

3,069

 

 

(15,356

)

 

857

 

142

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INCOME TAX (EXPENSE) BENEFIT

 

 

 

(4,285

)

 

965

 

 

(2,142

)

(354

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOSS FOR THE YEAR FROM CONTINUING OPERATIONS

 

 

 

(1,216

)

 

(14,391

)

 

(1,285

)

(212

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

DISCONTINUED OPERATION

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the year from discontinued operations, net of tax

 

 

 

(64,900

)

 

(67,056

)

 

(334,537

)

(55,256

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOSS FOR THE YEAR

 

 

 

(66,116

)

 

(81,447

)

 

(335,822

)

(55,468

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ATTRIBUTABLE TO:

 

 

 

 

 

 

 

 

 

 

 

 

 

Owners of the Company

 

 

 

 

 

 

 

 

 

 

 

 

 

  From continuing operations

 

 

 

(1,216

)

 

(14,391

)

 

(1,285

)

(212

)

  From discontinued operations

 

 

 

(64,759

)

 

(75,312

)

 

(334,119

)

(55,187

)

Non-controlling interests

 

 

 

(141

)

 

8,256

 

 

 (418

)

 (69

)

 

 

 

 

(66,116

)

 

(81,447

)

 

(335,822

)

(55,468

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOSS PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY:

   

 

 

        

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

 

 

 

 

- For loss from continuing operations

 

 

 

(0.05

)

 

(0.58

)

 

(0.05

)

(0.01

)

- For loss from discontinued operations

 

 

 

(2.74

)

 

(3.02

)

 

(13.41

)

(2.21

)

- Net loss per share

 

 

 

(2.79

)

 

(3.60

)

 

(13.46

)

(2.22

)

 

  

  

 

 

 

 

 

 

 

 

 

 

  

Diluted

 

 

 

 

 

 

 

 

 

 

 

 

 

- For loss from continuing operations

 

 

 

(0.05

)

 

(0.58

)

 

(0.05

)

(0.01

)

- For loss from discontinued operations

 

 

 

(2.74

)

 

(3.02

)

 

(13.41

)

(2.21

)

- Net loss per share

 

 

 

(2.79

)

 

(3.60

)

 

(13.46

)

(2.22

)





The consolidated statements of profits or loss of the Company for the years ended December 31, 2011, 2012 and 2013 have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The consolidated statements of profits or loss have been derived from and should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2013 to be contained in the Company’s annual report on Form 20-F to be filed with the Commission on or prior to April 30, 2014.


Mr. Li Feilie, the Company's Chairman, commented on the results: "China Natural Resources recorded total revenues of CNY41.36 million (US$6.83 million) in 2013, up by 180.83% from a year earlier.  The rise in revenues was mainly attributable to an increase in the production volume of iron concentrates, partly offset by a decrease in the average selling price of iron concentrates and a decrease in the sales of both zinc concentrates and micaceous iron oxide-grey. In January 2014, the Company completed the spin-off (the “Spin-Off”) and listing on The Stock Exchange of Hong Kong Limited of its shares in the Company’s wholly-owned subsidiary, Feishang Anthracite Resources Limited, which operated the Company’s coal mining businesses prior to the Spin-Off. Following the Spin-Off, we intend to continue to identify potential projects that will enhance the Company’s value."


For the convenience of the reader, amounts in Chinese Yuan (“CNY”) have been translated into United States dollars (“US$”) at the rate of US$1.00=CNY6.0543 quoted by Bloomberg Finance L.P. on December 31, 2013.  The CNY is not freely convertible into foreign currencies and no representation is made that the CNY amounts could have been, or could be, converted into US$ at that rate, or at all.


About China Natural Resources:

China Natural Resources, Inc., a British Virgin Islands corporation, through its operating subsidiaries in the People’s Republic of China, is currently engaged in the acquisition and exploitation of mining rights, including the exploration, mineral extraction, processing and sale of iron, zinc and other nonferrous metals, extracted or produced at mines primarily located in Anhui Province in the PRC.


Forward-Looking Statements:

This press release includes forward-looking statements within the meaning of federal securities laws.  These forward-looking statements are based upon assumptions believed to be reliable, but involve risks and uncertainties that may cause actual results of operations to differ materially from the forward-looking statements.  Among the risks and uncertainties that could cause our actual results to differ from our forward-looking statements are our intent, belief and current expectations as to business operations and operating results of the Company, uncertainties regarding the governmental, economic, legal and political circumstances in the People’s Republic of China, risks and hazards associated with the Company’s mining activities, uncertainties associated with ore reserve estimates, uncertainties associated with metal and coal price volatility, uncertainties associated with the Company’s reliance on third-party contractors, uncertainties relating to possible future increases in operating expenses, including costs of labor and materials,  and other risks detailed from time to time in the Company’s Securities and Exchange Commission filings. Although the Company’s management believes that the expectations reflected in forward-looking statements are reasonable, it can provide no assurance that such expectations will prove to be accurate.