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.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Anhui Tianda Oil Pipe Company Limited.

(incorporated in France with limited liability)

Stock Code: VK Anhui Tianda Oil Pipe Company Limited

安徽天大石油管材股份有限公司

(a joint stock company incorporated in the People's Republic

of China with limited liability)

Stock Code: 839 JOINT ANNOUNCEMENT MANDATORY UNCONDITIONAL CASH OFFER BY ANGLO CHINESE CORPORATE FINANCE, LIMITED ON BEHALF OF VALLOUREC TUBES SAS FOR ALL THE ISSUED H SHARES IN ANHUI TIANDA OIL PIPE COMPANY LIMITED (OTHER THAN THOSE ALREADY OWNED OR AGREED TO BE ACQUIRED BY VALLOUREC TUBES SAS AND PARTIES ACTING IN CONCERT WITH IT)
  1. CLOSE OF THE OFFER AND RESULTS OF THE OFFER
  2. CHANGE OF DIRECTORS, CHANGE OF SUPERVISOR AND CHANGE IN COMPOSITION OF BOARD COMMITTEES
  3. WITHDRAWAL OF LISTING OF H SHARES
Financial adviser to Vallourec Tubes SAS

Reference is made to (i) the announcements jointly issued by the Offeror and the Target on 3 February 2016 and 4 August 2016 in respect of, among other things, the Offer; (ii) the announcement jointly issued by the Offeror and the Target on 28 October 2016 in respect of, among other things, the occurrence of the Effective Transfer Date; and (iii) the composite offer document dated 4 November 2016 (the "Composite Document") jointly issued by the Offeror and the Target in relation to the Offer. Capitalised terms used in this announcement shall have the same meaning as those defined in the Composite Document.

CLOSE OF THE OFFER

The Offer made by Anglo Chinese Corporate Finance, Limited on behalf of the Offeror closed at 4:00 p.m. on Friday, 2 December 2016. The Offer was not revised or extended in accordance with the Takeovers Code.

RESULTS OF THE OFFER

Immediately prior to the commencement of the Offer Period on 2 February 2016, the Offeror and persons acting in concert with it held 196,000,000 H Shares, representing approximately 19.45% of the total issued share capital of the Target.

Upon the Effective Transfer Date but before despatch of the Composite Document, the Offeror and persons acting in concert with it owned 706,000,000 Shares, consisting of 510,000,000 Domestic Shares and 196,000,000 H Shares, collectively representing approximately 70.07% of the total issued share capital of the Target.

As at 4:00 p.m. on Friday, 2 December 2016, being the latest time and date for acceptance of the Offer, the Offeror had received valid acceptances in respect of 291,900,511 H Shares, representing approximately 58.66% of the total issued H Shares and 28.97% of the total issued share capital of the Target. Taking into account the valid acceptances in respect of 291,900,511 H Shares, the Offeror and persons acting in concert with it are interested in an aggregate of 997,900,511 Shares, consisting of 510,000,000 Domestic Shares and 487,900,511 H Shares, collectively representing approximately 99.03% of the total issued share capital of the Target.

Save for the Sale Shares and such number of Offer Shares validly accepted under the Offer, the Offeror and persons acting in concert with it have not acquired or agreed to acquire any Shares or rights over Shares during the Offer Period. None of the Offeror and persons acting in concert with it have borrowed or lent any relevant securities (as defined under Note 4 to Rule 22 of the Takeovers Code) of the Target during the Offeror Period, save for any borrowed H Shares which have been either on-lent or sold.

The following table sets out the shareholding structure of the Target (i) upon the Effective Transfer Date but before despatch of the Composite Document; and (ii) immediately after the close of the Offer and as at the date of this joint announcement:

Upon the Effective Transfer Date but before despatch of the Composite Document

Number of

Shares %

Immediately after close of the Offer and as at the date of this joint announcement

Number of

Shares %

Domestic Shares

Vendors - - - -

Offeror and persons acting

in concert with it 510,000,000 50.61% 510,000,000 50.61%

Total Domestic Shares 510,000,000 50.61% 510,000,000 50.61%

H Shares

Companies controlled

by the Vendors(Note1)49,719,000 4.93% - - Offeror and persons acting

in concert with it

196,000,000

19.45%

487,900,511

48.42%

Public Shareholders

251,907,000

25.00%

9,725,489

0.97%

Total H Shares

497,626,000

49.39%

497,626,000

49.39%

Total share capital of the Target

1,007,626,000

100%

1,007,626,000

100%

Note 1: Tiancheng Changyun International Company Limited and Tianfa International Development Co., Limited who respectively hold 20,000,000 H Shares and 29,719,000 H Shares and have the same ultimate beneficial owners as the Vendors.

SETTLEMENT OF THE OFFER

Settlement of the cash consideration payable to each accepting Offer Shareholder in respect of the Offer Shares tendered under the Offer (after deducting the seller's ad valorem stamp duty payable by the Offer Shareholders) will be despatched to each accepting Offer Shareholder by ordinary post at its own risk as soon as possible, but in any event within 7 Business Days of the date duly completed acceptances are received by the Offeror to render each such acceptance complete and valid.

CHANGE IN COMPOSITION OF THE BOARD Appointment of Directors

The Board is pleased to announce that the following individuals have been appointed as Directors and their appointments have taken effect from the first Closing Date of the Offer:

  1. Mr. Bogdan Codrut Burchila as executive Director and Chairman;

  2. Mr. Pascal Gustave Ulysse Braquehais as non-executive Director; and

  3. Mr. Edouard Frederic Guinotte as non-executive Director, (the above Directors together, the "New Directors").

The biographical details of the New Directors are set out below. The remuneration for each of the New Directors will be considered by the remuneration committee and is subject to approval by the Board.

Mr. Bogdan Codrut Burchila (executive Director)

Mr. Burchila, aged 43, graduated from Paris' Ecole Polytechnique in 1998, majoring in Fluid Mechanics, and also holds a double EMBA degree from INSEAD (France) and Tsinghua University (Beijing). Mr. Burchila worked in the automotive industry (VALEO) in research

& development and manufacturing, and also in the oil and gas industry where he held various positions, including as chief operations officer and country quality manager for ArcelorMittal. He joined the Offeror Group in 2011 as the technical and quality director for Vallourec Oil

& Gas China. He is currently the general manager of Vallourec Oil & Gas China, managing director of VAM Changzhou (a premium threading manufacturing plant) and managing director of Vallourec Field Services Beijing.

Mr. Pascal Gustave Ulysse Braquehais (non-executive Director)

Mr. Braquehais, aged 50, graduated from Rouen University, France, in 1989, majoring in finance. He has 6 years' experience in auditing and financial consulting services and 20 years' experience in conducting international business across multi-cultural environments. In his previous working experience, he has been employed with Ernst & Young and Tyco International Limited. He joined the Offeror Group in 2002 in the corporate finance division working on mergers & acquisitions and various group projects. Then he became the chief financial officer of Vallourec North America and a member of the executive committee of the same region in 2008. He has been a member of different boards of directors of North American entities of the Offeror Group. Mr. Braquehais has been the managing director for Asia-Pacific of the Offeror Group since February 2016. He has in July 2016 been appointed as Commissioner of PT Citra Tubindo Tbk (listed on the Jakarta Stock Exchange (stock code: CTBN)).

Anhui Tianda Oil Pipe Company Limited published this content on 02 December 2016 and is solely responsible for the information contained herein.
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