The actual controller of the hottest Bohui paper i

2022-10-14
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Bohui paper: the actual controller signed the equity transfer agreement

release date: 20 speed constant speed stable source: paper lianxun

Shandong Bohui Paper Co., Ltd. (hereinafter referred to as "Bohui paper") announced on the evening of January 6, On the same day, we have received the equity transfer agreement signed by the actual controller Mr. Yang Yanliang and his spouse Ms. lixiurong with golden light paper (China) Investment Co., Ltd. (hereinafter referred to as "golden light paper")

the underlying equity is 100% of the capital contribution of Shandong Bohui Group Co., Ltd. (hereinafter referred to as "Bohui group") held by Yang Yanliang and Li Xiurong and its corresponding shareholders' equity. Through negotiation, the transfer price is based on the net assets of Bohui group. The assets of listed companies (i.e. 385million shares of listed companies held by Bohui group) are involved, and the corresponding transfer price per share is 5.36, which is included in the underlying equity transfer price. Both parties shall deliver within 5 working days from the date of completion of the concentration review and foreign investment security review (if necessary) of this transaction in accordance with the law

according to the announcement, this change of control still needs to go through the procedures such as the deliberation of the board of directors and the general meeting of shareholders of listed companies, the concentration examination of business operators by the State Administration of market supervision, the foreign investment safety examination by the development and Reform Commission (if necessary), the filing by the commerce department (if necessary) and the registration by the Administration for Industry and commerce, and there is still some uncertainty. In addition, golden light paper and its persons acting in concert shall send an offer to all shareholders of the company to purchase all the listed and circulating shares held by them

on December 30, 2019, Yang Yanliang and Li Xiurong signed a letter of intent for equity transfer with Jinguang paper, intending to transfer 100% of the equity of Bohui group held by them through agreement. Bohui group holds 385496958 non tradable shares of Bohui paper, accounting for 28.84% of the total share capital of the company

golden light paper and its persons acting in concert have previously directly held 267368879 shares of Bohui paper. After this transfer, golden light paper and its persons acting in concert will directly and indirectly hold a total of 652865837 shares of the company, accounting for 48.84% of the total share capital of the company

postpone the reply to the inquiry letter of Shanghai Stock Exchange

Bohui paper also announced on January 6 that it would postpone the reply to the inquiry letter issued by Shanghai stock exchange for the change of control of the company, and said that it would disclose the reply announcement to the inquiry letter no later than January 11, 2020

on December 31, 2019, Shanghai Stock Exchange issued an inquiry letter to Bohui paper, asking Bohui paper to explain the pricing basis of this equity transfer; The equity structure of golden light paper, financial data year after year; In combination with financial data, explain the specific source of funds required for the equity transfer and tender offer of golden light paper, and the specific method, amount, financing object, interest rate, duration and other matters of external financing

Shanghai Stock Exchange also required Bohui paper to explain the specific starting time and main process of golden light paper's planning for this equity transfer; The main consideration of the transfer of the control right of the company by golden light paper is whether there is a violation of its aforementioned public statement (not seeking the control right of the listed company); Whether the actual controller of the company has any situation that may affect the transfer of control, such as fund occupation, illegal guarantee, etc. The EBIT pre Exceptionals within the normal business scope is 12%

in addition, Bohui paper also needs to explain whether the actual controller of the company has any conditions that may affect the transfer of control, such as capital occupation, illegal guarantee, and whether this change of control is in line with the relevant provisions of the administrative measures for the acquisition of listed companies

as the trading of Bohui paper stock was suspended at noon on December 30, 2019, the share price rose by the limit before the suspension. The Shanghai Stock Exchange also requires the company and relevant parties to provide inside information and a copy of the list of losers for transaction verification

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