SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of October, 2005
CHINA SOUTHERN AIRLINES COMPANY LIMITED
(Translation of registrant's name into English)
Jichang Road
Guangzhou, Guangdong 510405
People's Republic of China
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.)
Form 20-F. X Form 40-F.
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(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. X
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(If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-________.)
China Southern Airlines Company Limited (the "Company") on October 28, 2005
published in two local newspapers in Hong Kong an announcement in Chinese and
English, respectively, concerning the Company's third quarterly report of 2005.
A copy of the English announcement is included in this Form 6-K of the Company.
[CHINESE CHARACTERS]
[LOGO] CHINA SOUTHERN AIRLINES COMPANY LIMITED
(a joint stock limited company incorporated in
the People's Republic of China with limited liability)
(STOCK CODE: 1055)
THIRD QUARTERLY REPORT OF 2005
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SUMMARY
The unaudited financial statements of the Company for the Third Quarterly Report
were prepared in accordance with the PRC GAAP.
This announcement is made by the Company pursuant to Rule 13.09 of the Listing
Rules.
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1 IMPORTANT NOTICE
1.1 The directors of the Company (the "Directors") collectively and
individually warrant that the information set out in this report does
not contain any misrepresentation, misleading statement or material
omission; and jointly and severally accept full responsibility as to
the truthfulness, accuracy and completeness of the content herein.
1.2 Mr. Liu Shao Yong, the Chairman, and Mr. Liu Ming Qi, an executive
Director did not attend the board meeting. Mr. Liu Shao Yong
appointed Mr. Si Xian Min, the President, to attend and execute the
relevant documents on his behalf.
1.3 The financial statements of the Company for the Third Quarterly
Report were unaudited.
1.4 Mr. Liu Shao Yong (Chairman), Mr. Si Xian Min (Chief of Accounting
Work, President), Mr. Xu Jie Bo (Chief Financial Officer) and Mr.
Xiao Li Xin (Chief of Accounting Department and General Manager of
the Financial Department) of the Company, warrant that the Third
Quarterly Report is true and complete.
2 BASIC PARTICULARS OF THE COMPANY
2.1 BASIC INFORMATION OF THE COMPANY
Stock abbreviation: China South Air
Stock code: 600029 (A share), 1055 (H share), ZNH (ADS)
SECURITIES
COMPANY SECRETARY REPRESENTATIVE
Name: Su Liang Lei Bin
Correspondence Address: No. 278 Ji Chang Road, No. 278 Ji Chang Road,
Guangzhou Guangzhou
Telephone: 020-86124737, 86124462 020-86124737, 86124462
Facsimile: 020-86659040 020-86659040
E-mail address: ir.cz@cs-air.com ir.cz@cs-air.com
2.2 FINANCIAL INFORMATION
2.2.1 Major Accounting Data and Financial Indices
AS AT 30 AS AT 31
SEPTEMBER 2005 DECEMBER 2004 CHANGE
(%)
Total assets (RMB' million) 71,886 63,210 13.73
Shareholders' equity
(excluding minority
interests) (RMB' million) 11,674 11,653 0.18
Net assets per share (RMB) 2.67 2.66 0.38
Adjusted net assets per
share (RMB) 2.57 2.55 0.78
FOR THE FOR THE
PERIOD FROM PERIOD FROM
1 JULY 2005 TO 1 JANUARY 2005 TO
30 SEPTEMBER 30 SEPTEMBER
2005 2005 CHANGE
(%)
Net cash outflow from
operating activities
(RMB' million) 520 3,149 -74.66
Earnings per share (RMB) 0.19 0.0021 295.83
Return on net assets (%) 7.30 0.08 Increase of
314.77
percentage
points
Return on net assets after
extraordinary gains and
losses (%) 7.26 0.30 Increase of
327.06
percentage
points
EXTRAORDINARY GAINS/LOSSES AMOUNT
(RMB' million)
Gains on disposal of fixed 1
assets, net
Non-operating income and expenses
after provision for assets -32
impairment
Effect of the above on taxation 5
--------------
Total -26
==============
2.2.2 Unaudited Profit and Loss Account
CONSOLIDATED THE COMPANY
FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD
FROM FROM FROM FROM
1 JULY 2005 TO 1 JULY 2004 TO 1 JULY 2005 TO 1 JULY 2004 TO
ITEMS 30 SEPTEMBER 30 SEPTEMBER 30 SEPTEMBER 2005 30 SEPTEMBER
2005 2004 2004
(RMB' million) (RMB' million) (RMB' million) (RMB' million)
REVENUE FROM PRINCIPAL 11,401 6,733 9,141 4,646
OPERATIONS
Less: Costs of principal 9,273 5,246 7,540 3,789
operations
Business taxes and surcharges 328 189 252 125
-------- -------- -------- --------
PROFIT FROM PRINCIPAL 1,800 1,298 1,349 732
OPERATIONS
Add: Profit from other 45 11 26 37
operations
Less: Selling expenses 814 566 647 417
General and
administrative
expenses 460 312 317 191
Financial expenses -437 100 -443 79
-------- -------- -------- --------
OPERATING PROFIT 1,008 331 854 82
Add: Investment income 102 14 98 123
Non-operating income 8 21 6 19
Less: Non-operating expenses 5 13 5 5
-------- -------- -------- --------
PROFIT BEFORE INCOME TAX 1,113 353 953 219
Less: Income tax 119 72 101 11
Minority interests 142 73 -- --
-------- -------- -------- --------
NET PROFIT 852 208 852 208
======== ======== ======== ========
CONSOLIDATED THE COMPANY
FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD
FROM FROM FROM FROM
1 JANUARY 2005 TO 1 JANUARY 2004 TO 1 JANUARY 2005 TO 1 JANUARY 2004 TO
ITEMS 30 SEPTEMBER 30 SEPTEMBER 30 SEPTEMBER 2005 30 SEPTEMBER
2005 2004 2004
(RMB' million) (RMB' million) (RMB' million) (RMB' million)
REVENUE FROM PRINCIPAL 29,454 17,900 23,247 12,361
OPERATIONS
Less: Costs of principal 25,197 14,022 20,179 10,017
operations
Business taxes and
surcharges 846 508 640 332
-------- -------- -------- --------
PROFIT FROM PRINCIPAL 3,411 3,370 2,428 2,012
OPERATIONS
Add: Profit from other 285 106 179 102
operations
Less: Selling expenses 2,104 1,435 1,655 1,048
General and
administrative
expenses 1,322 790 907 465
Financial expenses 146 432 56 357
-------- -------- -------- --------
OPERATING PROFIT 124 819 -11 244
Add: Investment income 92 43 93 294
Non-operating income 31 70 22 63
Less: Non-operating expenses 62 38 50 12
-------- -------- -------- --------
PROFIT BEFORE INCOME TAX 185 894 54 589
Less: Income tax 62 160 45 48
Minority interests 114 193 - -
-------- -------- -------- --------
Net Profit 9 541 9 541
======== ======== ======== ========
2.3 AS AT THE END OF THE REPORTING PERIOD, THE TOTAL NUMBER OF SHAREHOLDERS AND
THE SHAREHOLDINGS OF TEN LARGEST LISTED SHAREHOLDERS OF LISTED SHARES OF
THE COMPANY WERE AS FOLLOWS:
TOTAL NUMBER OF SHAREHOLDERS 129,733 shares
SHAREHOLDINGS OF THE TEN LARGEST LISTED SHAREHOLDERS
SHAREHOLDINGS AS AT
30 SEPTEMBER NATURE OF
NAME OF SHAREHOLDERS (FULL NAME) 2005 SHARES HELD
HKSCC Nominees Limited 1,151,020,998 H Shares
Bank of China -- Haifutong Return
Growth Securities Investment Fund 50,000,000 A Shares
Industry and Commerce Bank of China
-- Shangzheng 50 Trading &
Opening Index Fund 26,526,446 A Shares
National Social Security Fund 103 20,080,000 A Shares
Portfolio
Bank of China -- Jiashi Service
Value-added
Industry Securities Investment Fund 18,781,353 A Shares
Tongqian Securities Investment Fund 18,580,400 A Shares
Hong Wen Hui 14,566,679 A Shares
Bank of Communications -- Rongtong
Industries
Prosperity Securities Investment Fund 14,189,150 A Shares
Industry and Commerce Bank of China
-- BOC International China Selected
Portfolio Securities Investment Fund 14,169,124 A Shares
Jingfu Securities Investment Fund 12,934,627 A Shares
3 MANAGEMENT DISCUSSION AND ANALYSIS
3.1 BRIEF ANALYSIS OF THE COMPANY'S OVERALL OPERATIONAL ACTIVITIES DURING THE
REPORTING PERIOD
As approved at the extraordinary general meeting on 31 December 2004, the
Company has acquired the relevant assets of the airline operations of China
Northern Airlines Company and Xinjiang Airlines Company ("Joint
Restructuring"). During the period, the management was committed to the
consolidation of the enlarged company, which involves the completion of a
series
of unified works in stages such as route network, brandname, sales,
operation, financial management and IT platform, in order to realize the
accompanied synergy effect. As a result of the Joint Restructuring, all
operational indices were remarkably increased as compared to the same
period of last year. However, due to the continuous hiking jet fuel price
and its likely upward trend, the Company was under great pressure of
escalating costs. During the period, the Company's traffic volume was
2,042.04 million tonne-kilometers, representing a growth of 60.62% over
the same period last year; passengers carried were 126,079,800,
representing an increase of 63.31% from the same period last year; cargo
and mail traffic amounted to 213,600 tonne, representing an increase of
51.67% from the same period of last year. Revenue from principal
operations for the third quarter was RMB11,401 million, an increase of
69.33% from the same period last year, profit from the principal
operations was RMB1,800 million, an increase of 38.67% from the same
period last year, and net profit increased by 309.62% to RMB852 million
from RMB208 million in the same period last year. From the first quarter
to the third quarter of this year, the Company's total traffic volume was
5,384.73 million tonne-kilometers, representing an increase of 55.8% from
the same period last year, passengers carried were 328,628,200, an
increase of 64.55% from the same period last year, cargo and mail traffic
amounted to 5,613,500 tonne, an increase of 37.6% from the same period
last year, and the passenger load factor was 70.3%, an increase of 1.4%
from the same period last year. Total revenue from principal operations
was RMB29,454 million, an increase of 65% from the same period last year.
Profit from principal operations was RMB3,411 million, an increase of
1.22% from the same period last year, and net profit was RMB9 million for
the period from 1 January 2005 to 30 September 2005 as compared to net
profit was RMB541 million in the same period last year.
On 21 July 2005, the People's Bank of China ("PBOC") announced that the
PRC government reformed the exchange rate regime by moving into a managed
floating exchange rate regime based on market supply and demand with
reference to a basket of foreign currencies. Renminbi is no longer pegged
to US dollar and a more flexible Renminbi exchange rate regime is
developed. The exchange rate of US dollar against Renminbi was adjusted
upward to RMB8.11 per US dollar with effect from the close of business on
21 July 2005. The Company was benefited from the Renminbi appreciation as
it finances its aircraft acquisitions and conducts other transactions in
US dollar e.g. jet fuel, lease of aviation equipment, acquisition and
major repair, and it still has a substantial amount of debt in US dollar.
In addition, landing fees for international flights are denominated in
foreign currencies making the Company a beneficiary of the appreciation of
Renminbi. Renminbi appreciation will also bring a one-off exchange gain to
the Company and reduce its operating costs which are denominated in
foreign currencies. On the other hand, the Group faces greater challenge
from international routes.
3.1.1 Principal operations or products representing more than 10% of the income
or profit from the Company's principal operations
Unit: RMB' million
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REVENUES FROM COSTS OF GROSS
PRINCIPAL PRINCIPAL OPERATIONS PROFIT MARGIN
OPERATIONS (%)
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Passengers 26,892 25,197 14.45
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Cargo 2,330
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Others 232
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3.1.2 Composition of profit of the reporting period (the significant changes in
the proportion of profit from principal operations, profit from other
operations, expenses, investment income, subsidy income and net
non-operating results of the total profit as compared with the previous
reporting period and the related explanation)
Renminbi appreciation will also bring a one-off exchange gain to the
Company as it has finances its aircraft acquisitions by a substantial
amount of debt in US dollar. The expenses denominated in US dollars during
the period from 1 July 2005 to 30 September 2005 decreased by 15% as
compared to the same period last year.
By Order of the Board of
CHINA SOUTHERN AIRLINES COMPANY LIMITED
LIU SHAO YONG
Chairman
Guangzhou, the People's Republic of China
27 October 2005
As at the date of this notice, the Directors of the Company include Liu Shao
Yong, Liu Ming Qi, Peng An Fa, Wang Quan Hua, Zhao Liu An, Zhou Yong Qian, Zhou
Yong Jin, Xu Jie Bo, Wu Rong Nan and Si Xian Min as executive Directors: and
Simon To, Peter Lok, Wei Ming Hai, Wang Zhi and Sui Guang Jun as independent
non-executive Directors.
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 SOUTHERN AIRLINES COMPANY LIMITED
By /s/ Su Liang
------------------------------------
Name: Su Liang
Title: Company Secretary
Date: October 31, 2005