National Agricultural Holdings Limited (SEHK:1236) signed a letter of intent to acquire 51% stake China Cooperation (Shanghai) Real Estate Corporation from Hui Ding Capital Management Co. Ltd., Bright Glory Asia Investment Limited, and Parko (Hong Kong) Limited on November 27, 2015. National Agricultural Holdings Limited (SEHK:1236) entered into a sale purchase agreement to acquire China Cooperation (Shanghai) Real Estate Corporation from Hui Ding Capital Management Co. Ltd., Bright Glory Asia Investment Limited, and Parko (Hong Kong) Limited for CNY 2.7 billion in cash and stock on January 11, 2016. Under the terms of transaction, CNY 1.3 billion shall be paid in cash and the remaining of CNY 1.39 billion shall be satisfied by issuance of the National Agricultural Holdings shares, representing 23.86% of the issued share capital of National Agricultural Holdings. The cash consideration will be financed by internal resources by transferring potential investment in the investment fund of CNY 250 million back to National Agricultural and internal fund of CNY 723 million and through equity and debt financing of National Agricultural Holdings.

The deal is subject to approval from National Agricultural Holdings' shareholders, China Cooperation (Shanghai) Real Estate Corporation's shareholders, consummation of due diligence, listing approval, approval from China Cooperation (Shanghai) Real Estate's Board, among others. As of March 31, 2016, agreement has not been completed within six months after entering into the escrow agreement; Ao Yuan had refunded earnest money of approximately CNY 1.22 billion to National Agricultural on March 30, 2016 and was deposited into a bank account of a non-wholly-owned subsidiary of National Agricultural which shall be used solely for the acquisition. On June 30, 2016 the parties entered into a supplemental agreement pursuant to which the parties agreed to extend the long stop date to November 30, 2016. Altus Capital acted as financial advisor for independent board committee. Amasse Capital Limited and CCB International (Holdings) Limited acted as financial advisors for National Agricultural Holdings Limited. Ao Yuan acted as the escrow agent for National Agricultural Holdings Limited.