Longzhou Group Co., Ltd. cancelled the acquisition of Xiamen Huate Group Corporation Ltd from group of sellers.
March 28, 2020
Share
Longzhou Group Co., Ltd. (SZSE:002682) signed a framework agreement to acquire Xiamen Huate Group Corporation Ltd from group of sellers for CNY 1.3 billion on March 29, 2019. Under the terms, Longzhou Group will pay 60% of the total consideration (CNY 756 million) will be paid through issuance of 145.7 million shares and 40% of the total consideration (CNY 504 million) will be paid in cash. The cash consideration will be funded through Longzhou Group issue shares and convertible corporate bonds to not more than 10 designated investors in a private placement. The convertible corporate bonds have a face value of CNY 100 each and will be issued at par. Xiamen Huate Group reported total assets of CNY 1.6 billion, net assets of CNY 631.3 million, revenue of CNY 2.41 billion, operating profit of CNY 103.96 million and net profit of CNY 86.34 million for the year ended December 31, 2018.
The transaction is subject to a secondary directorate approval by the Longzhou Group’s Board of Directors after the relevant audit and assessment/valuation works are completed and when transaction price has been confirmed; approval from relevant government regulatory authorities and State-Owned Assets Supervision and Administration Commission department; approval from the Longzhou Group’s shareholders and approval from the Merger, Acquisition, and Reorganization Examination Committee of Listed Companies of the China Securities Regulatory Commission and approval from China Securities Regulatory Commission. The transaction has obtained approval by the Longzhou Group’s 6th directorate in its 12th meeting and 6th supervisory board in its 4th meeting on March 29, 2019; approval by the shareholders of Xiamen Ruicheng Yuanwei Investment Management Co., Ltd and Xiamen Dapu Investment Management Co., Ltd. at the meeting held on March 29, 2019; approval by the executive partner of Xiamen Huate Jiangdao Tongxin Investment Partnership Enterprise (Limited Partnership) and Xiamen Huate Jiangdao Tongxing Investment Partnership Enterprise (Limited Partnership) at the meeting held on March 29, 2019; approval by the shareholders of Xiamen Huate Group Corporation Ltd at the meeting held on March 29, 2019 and subscription intent letter issued by Longyan Transportation Development Group Co., Ltd. to participate in the raising of supporting funds on March 29, 2019. Sinolink Securities Co., Ltd. (SHSE:600109) acted as financial advisor for Longzhou Group.
Longzhou Group Co., Ltd. (SZSE:002682) cancelled the acquisition of Xiamen Huate Group Corporation Ltd from group of sellers on March 29, 2020.
LONGZHOU GROUP CO., LTD., formerly FUJIAN LONGZHOU TRANSPORTATION CO.,LTD., is engaged in modern logistics service, automobile passenger and station service, automobile manufacturing, sale and service, oil and gas product sale and other businesses. Its modern logistics service business includes asphalt supply chain, logistics park operation, port terminal operation, car free carrier and professional freight transport businesses. Its bus passenger transport and station service business includes bus passenger, tourist and taxi passenger transport, as well as urban bus and passenger station operation businesses. Its automobile manufacturing, sale and service business includes passenger and freight vehicle agent sale, spare parts sale, vehicle inspection and maintenance service businesses, as well as the research and development of new energy vehicles. Its finished oil and natural gas sale business is engaged in the investment, construction and operation of filling stations