On May 9, Xinjiang Tianye Co., Ltd. issued an announcement that the company acquired 100% equity of Tianchen Chemical, and Tianchen Chemical became a wholly-owned subsidiary of Xinjiang Tianye.
Xinjiang Tianye Co., Ltd., Xinjiang Tianye (Group) Co., Ltd. and Shihezi Jinfu State-owned Capital Investment and Operation Co., Ltd. signed the "Agreement on the Equity Transfer of Tianchen Chemical Co., Ltd." on April 12, 2023, to Tianye Group, Jinfu Investment acquired 100% of Tianchen Chemical Co., Ltd. held by it, and on April 13, 2023, it disclosed the "Announcement on Related Transactions of Xinjiang Tianye Co., Ltd. on the Acquisition of 100% of Tianchen Chemical Co., Ltd.", 2023 On April 28, the transaction proposal was reviewed and approved by the company's second extraordinary general meeting of shareholders in 2023.
Release Co-Borrower
On April 28, 2023, a syndicate led by Tianchen Chemical, Xinjiang Tianzhi Chenye Chemical Co., Ltd., Tianye Group and the Xinjiang Uygur Autonomous Region Branch of the China Development Bank signed the No. 6510201401100000445002, 6510201401100000443002 According to the "Agreement on Modification of RMB Fund Syndicated Loan Contract", Tianchen Chemical has completed the cancellation of the joint borrower, that is, the completion of Xinjiang Tianzhi Chenye Chemical Co., Ltd. 170,000 tons/year 1,4-butanediol (BDO) project, calcium carbide Modification of the syndicated loan contract for the comprehensive utilization of furnace gas to produce 200,000 tons/year ethylene glycol and supporting engineering projects, Tianchen Chemical is no longer the co-borrower of the above-mentioned syndicated loan.
Industrial and Commercial Change Procedures
Tianchen Chemical completed the industrial and commercial registration on April 28, 2023 for the equity transfer involved in this connected transaction. Change the registration procedures and obtain the unified social credit code 91659001798177840Y issued by the Market Supervision and Administration Bureau of the Eighth Division of Xinjiang Production and Construction Corps "Business License". After the industrial and commercial change registration is completed, Xinjiang Tianye holds 100% equity of Tianchen Chemical, and Tianchen Chemical becomes a wholly-owned subsidiary of Xinjiang Tianye.
Equity transfer payment
After the completion of the industrial and commercial change registration, on May 8, 2023, according to the agreement of the "Equity Transfer Agreement", the company paid the transaction consideration of 67.52% equity of Tianchen Chemical to the account designated by Tianye Group in one lump sum of RMB 1,744,643,000. The transaction consideration of 32.48% equity of Tianchen Chemical was paid in one lump sum of RMB 839,247,700, and the total payment of transaction consideration was RMB 2,583,890,700.
After the acquisition, Xinjiang Tianye's PVC production capacity will reach 1.34 million tons/year, caustic soda production capacity will reach 970,000 tons/year, calcium carbide production capacity will reach 2.13 million tons/year, and carbide slag cement plant will reach 5.35 million tons/year. With the incorporation of Tianchen Chemical, the scale effect of the company will become more prominent, and the further coordinated development of the circular industry chain will be realized. The company's industrial chain and business structure will be further optimized. It promotes the healthy development of the company in the capital market and enhances the company's sustainable operation ability and development potential.