West China Cement Limited (SEHK:2233) entered into a sale and purchase agreement to acquire SCHWENK Namibia (Pty) Ltd from SCHWENK Zement KG for approximately $110 million on January 3, 2020. The consideration of $19.3 million will be payable for purchase of SCHWENK Namibia's 100 ordinary shares and 1.53 million cumulative redeemable preference shares and the consideration of $85.1 million will be paid for Shareholder’s loans granted by Schwenk Zement to Schwenk Namibia. The consideration of the transaction will be settled in cash and paid in full by the West China Cement to Schwenk Zement at the Closing Date. The payment of the consideration will be funded by internal resources of the Group. If the West China Cement is in default of payment of the Share Purchase Price and/or the Loan Purchase Price, a default interest in an amount of 9% per annum shall be payable to Schwenk Zement in addition to other rights Schwenk Zement may have. As at June 30, 2019, the unaudited total asset value of Schwenk Namibia amounted to approximately $178. million and the book value of the Shareholder’s Loan amounted to approximately $83.9 million. This transaction is subject to approval of competent competition authority and termination of loan granted by First National Bank of Namibia by repaying it by Ohorongo, subsidiary of SCHWENK Namibia. If conditions are not satisfied by March 31, 2020, the West China Cement agrees to pay an amount equal to 10% of consideration (the ‘‘Contingent Payment’’), unless the West China Cement can prove that the non-fulfillment of the competition authority approval is due to a decision of the respective competent authority which is beyond the West China Cement's control and influence. The closing will take place ten days after these conditions are satisfied. On March 20, 2020, West China Cement Limited and Schwenk Zement entered into an addendum to the sale and purchase agreement to extended the termination date from March 31, 2020 to June 30, 2020. On June 30, 2020, West China Cement Limited and Schwenk Zement entered into 2nd addendum to the sale and purchase agreement to extended the termination date from June 30, 2020 to August 31, 2020. West China Cement Limited (SEHK:2233) cancelled the acquisition of SCHWENK Namibia (Pty) Ltd from SCHWENK Zement KG on September 1, 2020. The transaction was cancelled as certain closing conditions not limited to the approval by the relevant competition authorities, have not been satisfied by the extended termination date, the sale and purchase agreement and the transaction have been terminated.