GTA Semiconductor Co., Ltd. entered into a merger agreement to acquire Advanced Semiconductor Manufacturing Corporation Limited (SEHK:3355) from Shanghai Belling Co., Ltd. (SHSE:600171), Huada Semiconductor Co., Ltd, Sino Xin Yuan Limited, Shanghai Pudong Science and Technology Investment Co., Ltd., SCIP (HK) Limited and others for CNY 2 billion on October 30, 2018. GTA Semiconductor shall acquire 1.13 billion ASMC H Shares, 390.25 million ASMC Domestic Shares and 12.64 million ASMC Unlisted Foreign Shares for CNY 1.33 per share payable in cash. Upon completion, all Advanced Semiconductor Manufacturing shares shall be cancelled and shall be delisted. Upon completion, Advanced Semiconductor Manufacturing shall be merged into GTA and will cease to exist as a separate legal entity. The consideration shall be funded by loan facility granted by Huada to GTA, or other loan facilities to be obtained by GTA and/or by using internal financial resources. The business and the employees of Advanced Semiconductor Manufacturing will be assumed by GTA. The transaction is subject to approval of Huada Semiconductor, the sole shareholder of GTA Semiconductor, approval of shareholders of Advanced Semiconductor Manufacturing and all necessary approvals from all relevant governmental bodies or regulatory bodies which include approvals and filing procedures from the relevant governmental and/or regulatory bodies such as the National Development and Reform Commission of the People's Republic of China, Shanghai Municipal Commission of Commerce and State Administration for Market Regulation. As of October 30, 2018, Huada Semiconductor, the sole shareholder of GTA Semiconductor has approved the transaction and approvals of National Development and Reform Commission of the People's Republic of China and Shanghai Municipal Commission of Commerce have been received. As of November 27, 2018, the Board of Shanghai Belling Co., Ltd. approved the transaction. As of December 13, 2018, the shareholders of Shanghai Belling Co., Ltd. approved the transaction. As on January 2, 2019, GTA Semiconductor has obtained the approval from SAMR. All conditions have to be fulfilled on or before July 29, 2019. Extraordinary General Meeting of ASMC shareholders will be held on January 11, 2019. The Independent Board Committee, consisting of the non-executive Advanced Semiconductor Manufacturing directors has been formed to advise the independent shareholders. The ASMC board and the GTA director are pleased to announce that the special resolution to approve the proposal by the ASMC shareholders was duly passed in the extraordinary general meeting held on January 11, 2019 and the special resolution to approve the proposal by the Independent ASMC H shareholders was duly passed by way of poll at the Independent ASMC H shareholders class meeting. Anglo Chinese Corporate Finance, Limited shall act as the independent financial adviser for the Independent Board Committee. China International Capital Corporation Hong Kong Securities Limited acted as financial adviser and Sheldon Tse, Gong Mulong, Tony Dong, and Chai Zhifeng of King & Wood Mallesons, China acted as legal advisors to GTA. GTA Semiconductor Co., Ltd. completed the acquisition of Advanced Semiconductor Manufacturing Corporation Limited (SEHK:3355) from Shanghai Belling Co., Ltd. (SHSE:600171), Huada Semiconductor Co., Ltd, Sino Xin Yuan Limited, Shanghai Pudong Science and Technology Investment Co., Ltd., SCIP (HK) Limited and others on January 25, 2019. ASMC H Shares have been delisted from the stock exchange on January 25, 2019.