Domestic Well-Known Chemical Fiber Tap Three Lane Lane Reorganization Plan Released To Buy Helen Petrochemical 100% Stake

The major asset restructuring matters of the famous domestic chemical fiber leading three Lane Lane have been unveiled. The PTA and the bottle grade polyester chip business of the controlling shareholder's three Lane Lane Group Co. Ltd. will be injected into the listed companies as a whole.

Acquisition of Helen petrochemical

On the evening of May 7th, the company announced that it was planning to issue shares to buy the three Lane Lane Group and Jiangsu three Lane Lane International Trade Co., Ltd. (hereinafter referred to as the "three lane China World Trade Center"), the Shanghai excellent business management center (limited partnership) (hereinafter referred to as "Shanghai excellent"), Shanghai Shanghai Management Center (limited partnership) (hereinafter referred to as "Shanghai horse"), together with the 100% stake in Jiangsu Helen Petrochemical Co., Ltd. (hereinafter referred to as "Helen petrochemical"). After the completion of the paction, Helen Petrochemical will become a wholly owned subsidiary of the listed company.

Due to planning for major asset reorganization, the three lane road has been suspended since the opening of the market in April 19, 2019. In May 7, 2019, the board of directors of the company passed the motion related to the major asset reorganization. The company's stock will resume trading in the morning of May 8th.

Before the reorganization, the San Fang Lane Group has injected some assets and funds into Helen petrochemical company.

According to the announcement, as of the signing date of the reorganization plan, Helen Petrochemical has made a resolution of the shareholders' meeting, and agreed to separate Helen Petrochemical Company as a "Jiangsu Helen Petrochemical Company" and "Jiangyin three Lun chemical fiber Trading Co., Ltd." on the basis of the April 30, 2019 benchmark date. After the completion of the division of Helen petrochemical, in order to further enrich the capital strength of the target company, the three Lane Lane Group and the third lane China World Trade Center will increase the capital of Helen Petrochemical Company, which is a separate surviving company.

Therefore, the target company of this paction is Helen Petrochemical Company, which is a surviving company after the completion of the separation and capital increase. At present, the above-mentioned division and capital increase have not yet been completed.

On the same day, the three House Lane Group and Jiangsu Xingye poly Chemical Co., Ltd. (hereinafter referred to as "Xingye poly") and Helen Petrochemical have signed the equity pfer agreement, pferring the 94.24% stake in Xingye plasticization to Helen petrochemical company. The three lane group and Helen stone have signed the equity pfer agreement, pferring the 75% shares of Jiangyin Xingyu New Material Co., Ltd. (Xingyu new material), Jiangyin Xingtai new material limited company (hereinafter referred to as "Xingtai new material"), Jiangyin Xingjia plasticizing Co., Ltd. (hereinafter referred to as "Xingjia plasticization") to Helen Petrochemical Company, and China World Trade Center of the three Lane Street will pfer 100% of its three lane storage and pportation to Helen petrochemical. In addition, as scheduled, signed.

At the same time, as of the signing date of the plan, Shanghai, Shanghai and Helen have signed a share pfer agreement with the three lane group. The agreement is that Shanghai and Shanghai will be granted the 3.1% and 2% stake respectively after the separation of the group and the capital increase.

At present, some of these shares have not yet completed industrial and commercial changes.

While issuing shares to purchase assets, the three Lane Street intends to provide no more than 10 investors with matching funds for non-public offering, and is not expected to exceed 100% of the estimated value of the assets to be paid. The number of issuing shares of the matching funds shall not exceed 20% of the total share capital of the company before the issuance, i.e., no more than 15 million 944 thousand and 900 shares.

The company said it would be used to invest in Helen petrochemical PTA technical pformation project and supplement working capital after deducting the cost of intermediary agencies and other related expenses.

Among them, the proportion used to supplement the working capital will not exceed 25% of the paction price, or no more than 50% of the total amount of supporting funds raised.

The purchase of assets in this issue is not based on the successful implementation of supporting financing. The successful implementation of the supporting financing issue will not affect the implementation of the purchase of assets in the issue of shares.

If the amount of supporting funds is insufficient to meet the investment needs of related projects, the listed company will make up the difference part through its own funds or funds raised by itself.

Before the matching funds are raised, the relevant subjects involved in the fund-raising investment projects may, in accordance with the market situation and their own actual conditions, invest in the project by means of self financing, and replace them after the funds have been put in place.

Incorporation into the parent company's chemical assets

Before the paction, the main business of three Lane Lane includes three major industrial sectors, including textile, chemical industry and thermoelectricity.

After the completion of this paction, the PTA plate and bottle grade polyester chip business in the three lane group will be injected into the listed company as a whole. The listed company will become a large-scale comprehensive chemical enterprise which integrates PTA production, sales, bottle grade polyester chip production, sales, printing and dyeing finishing.

Three lane Xiang said that the main business of listed companies includes dyeing and finishing, and involved in PBT engineering plastics and other products.

In 2018, the demand for downstream products of textile industry increased, which had a positive impact on the scale of the main business. But at the same time, the price of cotton and dyestuff increased, which reduced the profit margins of listed companies to a certain extent.

PBT engineering plastics business has broad market and great potential for development, but the price of raw materials remains high.

Three Lane Lane Group, a controlling shareholder of listed companies, is a chemical industry group covering PTA, bottle grade polyester chips, polyester fiber and other businesses. It ranks 2018 in the 100 manufacturing industry of China's private enterprises. It has the upstream and downstream self supporting capabilities and the industrial chain integration degree is relatively high. The product "Cui Yu" brand bottle grade polyester chip has won the "China famous trademark" title, and has been widely adopted in the bottle factory at home and abroad.

The company said that relying on the strength of the group, the quality of the chemical industry chain assets into the listed companies, is conducive to promoting the pformation and upgrading of listed companies, and enhance the profitability of listed companies.

In this paction, the underlying assets are PTA, bottle grade polyester chip business with strong profitability in the three Lane Lane Group.

PTA is an important raw material in the chemical industry chain; and the "Cui Yu" brand bottle grade polyester chip products of the three lane group has been widely adopted in the bottle making factories at home and abroad, and has a good market prospect. PTA and bottle grade polyester chips exist upstream and downstream relations, and have self supporting ability.

After this paction, a more complete chemical industry chain from PTA to bottle grade polyester chips is injected into the listed companies, which is beneficial for the listed companies to build a chemical industry chain platform relying on the strength of the group, which is conducive to improving the scale and profitability of the listed companies and providing impetus for the sustainable development of listed companies.

The pformation and upgrading of chemical industry is an important part of the implementation of the structural reform strategy of supply side. To build industrial chain integration, scale effect and cultivate high-end production capacity is proved to be an effective upgrading path. This upgrading path puts forward certain requirements for financing channels and acquisition capabilities of chemical enterprises.

Through this paction, group PTA and bottle grade polyester chip business will achieve docking with the capital market, and further promote the strategic layout and business development of PTA and bottle grade polyester chip business.

With the help of the capital market platform, we should broaden the financing channels, enhance the brand influence, and provide the impetus for further development with the help of the merger and acquisition function of the capital market.

Before this paction, the controlling shareholder of three lane road was the three Lane Lane Group, and the actual control was Bian Xing Cai.

After the completion of the paction, the controlling shareholder of the listed company is still the three Lane Lane Group, the actual controller is still Bian Xingcai, the controlling shareholders and the actual control per capita have not changed, so the actual control right will not change.

7 evening, the company announced at the same time, the three Lane Lane Group and its concerted action Helen Petrochemical signed the "share pfer agreement".

According to the content of the agreement, Helen Petrochemical will pfer the 35 million shares of the listed company's tradable shares (4.39% of the total share capital) of the listed company to the three Lane Lane Group at a price of 3.48 yuan per share.

After the completion of the pfer, the three lane group owns 436 million shares of the listed company's unlimited sale shares, accounting for 54.72% of the total share capital of the company, and Helen Petrochemical no longer holds shares in the listed company.

Before and after the pfer, the shares held by the controlling shareholder of the company and its co operative persons have not changed.

It is worth noting that, as of the signing date of the plan, Helen Petrochemical has been occupied by the controlling shareholder and its associated party funds. In order to regulate the capital pactions between the target company and its controlling shareholders and related parties, Bian Xing, a controlling shareholder of Helen petrochemical, the three Lane Lane Group and the actual controller, promised that before the board of directors of the listed company considered the formal plan of the paction, the company / ourselves and our company / myself will thoroughly clean up the occupation of the non operating capital, such as the capital and assets of the target company.