Beijing New Universal Science and Technology Co., Ltd. (SZSE:300472) agreed to acquire 97.01% stake in Tsingtoo (Beijing) Technology Co., Ltd. from a group of sellers for approximately CNY 770 million on June 8, 2017. As per the terms of the transaction, 54.84% of consideration amounting will be paid in 13.63 million shares at issue price of CNY 31.02 per share and 45.16% of consideration will be paid in cash for CNY 348.33 million. Beijing New Universal Science and Technology Co., Ltd. plans to issue shares to not more than 5 specific investors for gross proceeds of not more than CNY 370.33 million and will use this for paying the cash consideration. Tsingtoo (Beijing) Technology Co., Ltd. reported total assets of CNY 281.23 million, total shareholders' equity of CNY 165.9 million, operating revenue of CNY 241.3 million, operating profit of CNY 30 million, total profit of CNY 39.7 million, net profit of CNY 34.8 million. Tsingtoo Technology will be delisted from the NEEQ.

This transaction needs approval from the China Securities Regulatory Commission. On May 31, 2017, Beijing Chuangzhi Tianxia Investment Management Center (LP) held the 1st associate meeting and approved this transaction. In May 2017, Beijing FOF Capital Co., Ltd. approved this transaction through the internal procedure. The transaction was approved by Beijing New Universal Science and Technology Co., Ltd.'s 1st extraordinary shareholders' meeting of 2017 on June 26, 2017. On June 2, 2017, Taizhou Houqi Growth Investment Center (LP) held the 1st associate meeting and approved this transaction. The Board of Directors of Beijing New Universal Science and Technology Co., Ltd. and Tsingtoo (Beijing) Technology Co., Ltd. approved this transaction on June 8, 2017. On September 19, 2017, the Merger, Acquisition and Reorganization Examination Committee of Listed Companies of the China Securities Regulatory Commission conditionally approved the deal.

Chen Xi and Zhao Yan of China International Capital Corporation Limited acted as financial advisors, Liu Chunjing and Zhang Xiaoqing of An Xin Law Firm acted as legal advisors and Xiao Guilian, Zhang Xueyong and Sun Jianwei of Huapu Tianjian Certified Public Accountants acted as accountants for Beijing New Universal Science and Technology Co., Ltd.

Beijing New Universal Science and Technology Co., Ltd. (SZSE:300472) completed the acquisition of 97.01% stake in Tsingtoo (Beijing) Technology Co., Ltd. from a group of sellers on December 21, 2017.