Yanbian Shixian Bailu Papermaking Co., Ltd. agreed to acquire Nollec Wireless Company, Ltd. from Beijing Guangxin Shunye Investment Co., Ltd, Tianjin Shengxin Yuantong Asset Management Co., Ltd., Tibet Baorun Tongyuan Investment Co., Ltd, Tibet Tianhe Shidai Investment Co., Ltd. and other shareholder for CNY 1.7 billion.
December 30, 2015
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Yanbian Shixian Bailu Papermaking Co., Ltd. (SHSE:600462) agreed to acquire Nollec Wireless Company, Ltd. from Beijing Guangxin Shunye Investment Co., Ltd, Tianjin Shengxin Yuantong Asset Management Co., Ltd., Tibet Baorun Tongyuan Investment Co., Ltd, Tibet Tianhe Shidai Investment Co., Ltd. and other shareholder for CNY 1.7 billion in cash and stock on December 31, 2015. Beijing Guangxin Shunye Investment will sell 25% stake for CNY 427.5 million to be settled in 54.3 million shares, Tianjin Shengxin Yuantong Asset Management will sell 13.89% stake for CNY 237.5 million to be settled in 30.2 million shares, Tibet Baorun Tongyuan Investment will sell 7.51% stake for CNY 128.4 million to be settled in 16.3 million shares, Tibet Tianhe Shidai Investment will sell 3.6% stake for CNY 61.6 million to be settled in 7.8 million shares and another seller will receive CNY 855 million in cash for 50% stake. Yanbian Shixian Bailu Papermaking plans to raise up to CNY 855 million in share private placement to help fund the acquisition.
As on December 31, 2014, Nollec Wireless reported total assets of CNY 86.58 million, total liabilities of CNY 37.01 million and net assets of CNY 49.57 million. For year ended December 31, 2014, Nollec Wireless reported revenues of CNY 159.5 million, operating profit of CNY 22.18 million, total profit of CNY 22.23 million and net profit of CNY 20.54 million. As on September 31, 2015, Nollec Wireless had total assets of CNY 394.6 million, total liabilities of CNY 292.9 million and net assets of CNY 101.6 million. For January 2015 to September 2015, Nollec Wireless had revenues of CNY 317.97 million, operating profit of CNY 58.47 million, total profit of CNY 58.48 million and net profit of CNY 50.42 million. The transaction is approved by Board of Directors of Yanbian Shixian Bailu Papermaking on December 31, 2015. The transaction is subject to Yanbian Shixian Bailu Papermaking's shareholders' approval, The Beijing Competent Commerce Department's approval and The CSRC's approval.
As on February 19, 2016, the application for administrative approval of significant assets reorganization was accepted by China Securities Regulatory Commission. Hengtai Changcai Capital Securities Co., Ltd. acted as financial advisor, Grandall Law Firm acted as legal advisor and WUYIGE Certified Public Accountants acted as accountant in the transaction.
Hubei Geoway Investment Co Ltd, formerly Shenzhen Geoway Co Ltd, is a China-based company mainly engaged in investment. Through its wholly-owned subsidiary, the Company is mainly engaged in the procurement and sales of raw materials related to mobile phones; the Company engages in after-sales service of camera modules through its holding subsidiary; the Company through its wholly-owned grandson company is engaged in marketing services and public relations, providing professional marketing activities and communications for various industries, and providing consulting services to customers with planning and execution capabilities. The Company distributes its products and services within the domestic market.