Xinjiang Tianshan Cement Co., Ltd. (SZSE:000877) signed Indicative Agreements to acquire stakes in South West Cement Company Limited and South Cement Company Limited from a group of sellers on August 7, 2020. China National Building Material Company Limited has 85.1013% stake in South Cement and 79.9285% stake in Southwest Cement, BOCOM Financial Asset Investment Co., Ltd has 4.6017% stake in South Cement and 7.1659% stake in Southwest Cement, ABC Financial Asset Investment Co., Ltd. has 4.6017% stake in South Cement and 7.1659% stake in Southwest Cement, Jiangxi Wannianqing Cement Co., Ltd. (SZSE:000789) has 1.2712% stake in South Cement, Zhejiang Jianfeng Group Co., Ltd. (SHSE:600668) has 0.9534% stake in South Cement, Lima Holdings Group Company Limited has 0.4540% stake in South Cement, Hangzhou Zhaoji Investment Partnership Enterprise (Limited Partnership) has 0.5448% stake in South Cement, Beijing Huachen Shiji Investment Co., Ltd. has 0.7945% stake in South Cement, Zhejiang Bangda Investment Co., Ltd. has 0.1816% stake in South Cement and Shanghai Tanxi Group Co., Ltd has 0.0908%stake in South Cement. Xinjiang Tianshan Cement Co., Ltd. will acquire stakes in South West Cement Company Limited and South Cement Company Limited from a group of sellers for CNY 64.9 billion. Under the terms, Xinjiang Tianshan Cement Co., Ltd. will acquire issue 4.6 billion shares and pay cash of CNY 4 billion as consideration. Xinjiang Tianshan will acquire 15.1% stake and 15.9% stake in South Cement and Southwest Cement respectively from independent sellers. Xinjiang Tianshan will acquire 4.6 % each from Bocom Financial Asset Investment Co., Ltd. and Abc Financial Asset Investment Co., Ltd., 1.27% from Jiangxi Jiangxi Wannianqing Cement Co., Ltd. (SZSE:000789)., 0.95% from Jiangxi Wannianqing Cement Co., Ltd. (SZSE:000789), 0.79% from Beijing Huachen Shiji Investment Co., Ltd., 0.5% from Hangzhou Zhaoji Investment Partnership Enterprise (Limited Partnership), 0.45% from Lima Holding Group Co., Ltd., and remaining from Wang Youren, Hu Zhaojuan, Lu Haihong, Zhejiang Bangda Investment Co., Ltd., Li Xiujuan, Chen Shaohua, Ni Biao, Shanghai Tanxi Group Co., Ltd., Ceng Yongqiang, Duan Shoujun, Chen Wang, Ding Zelin, Xiao Xiao, Ning Shaoke and Ma Zhixin in South Cement Company Limited and 7.1659% from ABC Financial Asset Investment Co., Ltd. and BOCOM Financial Asset Investment Co., Ltd., 0.86% from Wang Yong, 0.34% from Zhang Weibo, 0.17% from Zhu Qinling, 0.08% from Yan Maoye, and 0.08% from Zhejiang Zhijiang Cement Co., Ltd. in South West Cement Company Limited. In related transactions, Xinjiang Tianshan will acquire stake in different companies from its parent China National Building Material Company Limited as a part of asset restructuring in the group. Xinjiang Tianshan Cement Co., Ltd. will raise supporting funds of not more than CNY 5 billion by issuing not more than 314.62 million shares to not more than 35 investors at not less than 80% of the average price in the 20 trading days before the pricing reference date. For the Year ending December 31, 2019, total assets, net asset, revenue, operating profit and net profit of the target was approximately CNY 147.8 billion, approximately CNY 45.35 billion, approximately CNY 97.3 billion, approximately CNY 11.9 billion and approximately CNY 7.3 respectively. The indicative agreement will take effect upon fulfillment of various conditions applicable for the proposed restructuring. The acquisition is subject to approval of the State Administration for Market Regulation's Review on Business Concentration Anti-Monopoly (if necessary); the State-owned Assets Supervision and Administration Department's Filing of the Target Assetes' Assessment Reports; China National Building Material Co., Ltd.'s Internal Decision-Making Authority's Approval; the Second Approval of the Company's Directorate after the Target Assets' Audit and Assessment Work are Completed; The State-owned Assets Supervision and Administration Department's Approval of the Official Transaction; The CSRC's Approval of the Official Transaction and Other Necessary Approvals. The acquisition has been approved by China National Building Material Co., Ltd.'s Directorate Meeting and received the Approval of the 26th Meeting of Xinjiang Tianshan Cement Co's 7th Directorate and the 13th Meeting of Xinjiang Tianshan Cement Co's 7th Supervisory Board held on August 7, 2020. The above have been approved in the 33rd and 36th Meetings of Xinjiang Tianshan Cement Co., Ltd's 8th Directorate and the Xinjiang Tianshan Cement Co., Ltd.'s 3rd Extraordinary Shareholders Meeting of 2020 and as announced on March 31, 2021, the transaction has been approved by the State-owned Assets Supervision and Administration Commission recently. The transaction was approved by the shareholder of Xinjiang Tianshan Cement Co., Ltd on the 2nd extraordinary shareholder meeting of 2021 held on April 1, 2021. As of April 25, 2021, China Securities Regulatory Commission Administrative License Application approved the deal. Xinjiang Tianshan Cement Co., Ltd. completed the acquisition of 95.7166% of South West Cement Company Limited on September 16, 2021.

Guo Yun, Li Jie, Wang Yuchen, Chen Feng of China International Capital Corporation Limited and Wang Xiang, Zhang Tengyi, Feng Ziqiang, Wu Yaokun of CITIC Securities Co., Ltd. acted as financial advisors to Xinjiang Tianshan Cement Co., Ltd. Yan Guozhe, Liu Jing, Liu Zhuoli of Jia Yuan Law Offices acted as legal advisors to Xinjiang Tianshan Cement Co., Ltd. Mo Wei, Yuan Gang, Zhou Rui, Zhang Hongliang, Shen Jun, Tang Wenzhong, Xiang Fangyun, Cheng Kai of Baker Tilly China Certified Public Accountants (Special General Partnership) and Wang Xin, Liu Dongyue of ShineWing Certified Public Accountants (Special General Partnership) acted as accountants to Xinjiang Tianshan Cement Co., Ltd.

Xinjiang Tianshan Cement Co., Ltd. (SZSE:000877) completed the acquisition of stakes in South West Cement Company Limited and South Cement Company Limited from a group of sellers on September 28, 2021.