NARI Technology Co., Ltd. agreed to acquire China EPRI Science & Technology Co., Ltd. from NARI Group Corporation for approximately CNY 380 million.
May 15, 2017
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NARI Technology Co., Ltd. (SHSE:600406) agreed to acquire China EPRI Science & Technology Co., Ltd. from NARI Group Corporation for approximately CNY 370 million on May 16, 2017. The consideration will be paid in cash and stock. As of July 31, 2017, the terms of the transaction were amended pursuant to which NARI Technology Co., Ltd. will pay CNY 375.03 million as the consideration. In related transactions, NARI Technology Co., Ltd. agreed to acquire stakes in 13 companies. To fund the cash portion of the considerations, NARI Technology Co., Ltd. agreed to raise not more than CNY 6.1 billion by issuing shares to not more than 10 investors.
For the year ended December 31, 2016, China EPRI Science & Technology had total assets of CNY 471.16 million, net assets of CNY 234 million, revenue of CNY 334.08 million, operating profit of CNY 22.14 million and net profit of CNY 23.65 million. The transaction is subject to approval from the Board of NARI Technology Co., Ltd., approval of NARI Group Corporation for the formal transaction plan, State-owned Assets Supervision and Administration Commission's filing and approval of China EPRI Science & Technology's assets’ audit and assessment reports, NARI Technology Co., Ltd's shareholders' approval, China Securities Regulatory Commission's approval, Ministry of Commerce’s review on the concentration of business operators and other necessary approvals. As of May 17, 2017, the transaction was approved by NARI Group Corporation, approved in principle by State-owned Assets Supervision and Administration Department and approved by the Board of NARI Technology Co., Ltd. in the 11th meeting of the 6th directorate. The amendment was resolved by the 13th meeting of 6th directorate of NARI Technology Co., Ltd. on July 31, 2017. As of August 17, 2017, the transaction received the approval of State-owned Assets . CITIC Securities Company Limited (SHSE:600030) acted as a financial advisor to NARI Technology Supervision and Administration Commission of the State Council. On August 21, 2017, the transaction was approved by the shareholders of NARI Technology Co., Ltd. On October 21, 2017, Anti-monopoly Bureau of the Ministry of Commerce of the People’s Republic of China issued a notice of "Not Implementing Further Examination" for the acquisition. On October 25, 2017, Merger, Acquisition and Reorganization Examination Committee of Listed Companies of the China Securities Regulatory Commission held the 61st working meeting of 2017 and unconditionally approved the transaction. CITIC Securities Company Limited (SHSE:600030) acted as a financial advisor to NARI Technology Co., Ltd.
Nari Technology Development Limited Company specializes in designing, manufacturing and marketing industrial automation solutions and systems. The group's activity is organized around six families of products:
- software solutions and integrated systems of electric distribution network automation;
- automation systems of substations and electric terminals;
- automated systems of electricity distribution management;
- measurement and control systems of energy consumption;
- control and command systems of electric power generators;
- control systems of railway infrastructures.
China accounts for 98.3% of net sales.