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123
2014/15 Annual Report Lenovo Group Limited
DIRECTORS’ REPORT
BANK BORROWINGS
Particulars of bank borrowings as at March 31, 2015 are set out in note 27 to the financial statements.
DONATIONS
Charitable and other donations made by the Group during the year amounted to US$1,535,000 (2014: US$1,006,000).
SHARES ISSUED
During the year, the Company has issued shares as follows:–
(i) On October 1, 2014, 182,000,000 shares of the Company were issued to International Business Machines Corporation (“IBM”)
in satisfaction of the consideration in the sum of HK$2,103,920,000, representing part of the total consideration payable by
the Company to IBM in accordance with the terms and conditions under the Master Asset Purchase Agreement entered into
between the Company and IBM on January 23, 2014.
(ii) On October 30, 2014, 519,107,215 shares of the Company were issued to Google Inc. (“Google”) as consideration of
US$750,000,000, representing part of the total consideration payable by the Company to Google for the acquisition of all
the issued and outstanding equity interests of Motorola Mobility Holdings LLC pursuant to the acquisition agreement dated
January 29, 2014 (US Eastern time) entered into between the Company and Google.
(iii) As a result of the exercise of share options under the Company’s share option scheme, 1,172,000 shares (2014: 18,277,450
shares), fully paid, were issued for the total consideration of HK$2,982,740 (2014: HK$46,121,910).
Details of the shares issued by the Company during the year are set out in note 29 to the financial statements.
DEBENTURES ISSUED
The Company has issued the US$1,500,000,000 4.7% Notes due 2019 which was listed on The Stock Exchange of Hong Kong
Limited (the “Stock Exchange”) on May 9, 2014. The net proceed of US$1,488,979,933 from the Notes will be used to fund any
acquisition activities, working capital and other general corporate purposes of the Company. Subject to the terms thereof, the
Notes will constitute direct, general, unsecured and unsubordinated obligations of the Company and shall at all times rank pari
passu and without any preference among themselves.
Details of the debentures issued by the Company during the year are set out in note 27 to the financial statements.
EQUITY-LINKED AGREEMENTS
No equity-linked agreements were entered into during the year, save for the share options which were outstanding under the Share
Option Scheme and the Long-Term Incentive Program described in this report.
SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
Particulars of the Company’s principal subsidiaries, associates and joint ventures as at March 31, 2015 are set out in notes 37 and
18 to the financial statements respectively.
MANAGEMENT CONTRACTS
No contracts concerning the management and administration of the whole or any substantial part of the business of the Company
were entered into or existed during the year.
MAJOR CUSTOMERS AND SUPPLIERS
During the year, the Group sold less than 15% of its goods and services to its five largest customers. The percentages of
purchases for the year attributable to the Group’s major suppliers are as follows:
The largest supplier 18%
Five largest suppliers combined 35%
None of the directors of the Company, their close associates or any shareholder (which to the knowledge of the directors owns
more than 5% of the number of issued shares of the Company) had an interest in the major suppliers noted above.