Yunnan Aluminium Co., Ltd. (SZSE:000807) agreed to acquire remaining 88.88% stake in Yunnan Metallurgical Group Imp. & Exp. from YUNNAN METALLURGICAL GROUP Co., Ltd., Yunnan Chihong Zinc & Germanium Co., Ltd. (SHSE:600497), and Yunnan Tietou Hengwei Industry Development Co., Ltd. for approximately CNY 320 million in a stock deal on July 24, 2014. Yunnan Aluminium Co. will hold 97.14% stake in Yunnan Metallurgical Group Imp after transaction. Yunnan Aluminium Co., Ltd. will issue 87.48 million shares at the price of CNY 3.67 per share for the acquisition. Yunnan Metallurgical Group Co., Ltd. will sell 68.19% stake and will receive 67.12 million shares, Yunnan Chihong Zinc & Germanium Co., Ltd. will sell 6.60% stake and will receive 6.5 million shares, and Yunnan Tietou Hengwei Industry Development Co., Ltd. will sell 14.09% stake and will receive 13.87 million shares. In a related transaction, Yunnan Aluminium Co., Ltd. also agreed to acquire Shuttle Yunnan Aluminum Foil Co. Ltd. from Yunnan Metallurgical Group Co., Ltd., Yunnan Tobacco Materials (Group) Co., Ltd. In a related transaction, Yunnan Aluminium Co., Ltd. also agreed to acquire Yunnan source Xin Carbon Limited from Yunnan Metallurgical Group Investments Limited. Yunnan Aluminium Co Ltd. will issue 430 million shares to acquire stake in the above companies.

During the year ended December 31, 2013, Yunnan Metallurgical Group Imp. & Exp. and Logistics Co., Ltd. had total assets of CNY 3.31 billion, total liabilities of CNY 3.01 billion, shareholders' equity of CNY 304.21 million, operating revenue of CNY 5.93 billion, total profit of CNY 21.73 million, and net profit of CNY 17.16 million. Board of Directors of Yunnan Aluminium Co., Ltd. passed the resolution on the transaction on July 24, 2014. Shareholders of YUNNAN METALLURGICAL GROUP Co., Ltd approved the transaction. Yunnan Chihong Zinc & Germanium Co., Ltd. made an administration resolution in favor of the transaction. Board of Directors of Yunnan Tietou Hengwei Industry Development Co., Ltd. made a resolution in favor of the transaction. The transaction is subject to approval of State-owned Assets Supervision and Administration Commission of Yunnan Provincial People's Government, China Securities Regulatory Commission, and shareholder of Yunnan Aluminium Co., Ltd. Minsheng Securities Co., Ltd. acted as financial advisor to Yunnan Aluminium Co., Ltd.