Ningbo Keyuan Refinement Co., Ltd cancelled the acquisition of Zhejiang Renzhi Co., Ltd. in a reverse merger transaction.
March 26, 2020
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Ningbo Keyuan Refinement Co., Ltd agreed to acquire Zhejiang Renzhi Co., Ltd. (SZSE:002629) in a reverse merger transaction on March 26, 2019. Under the terms, Zhejiang Renzhi will issue 2.6 billion shares at an issue price of CNY 3.8 per share. In the present transaction, the assets to be exchanged for part of the Ningbo Keyuan Refinement is CNY 250 million. The initial price of the underlying assets of the transaction is CNY 10.3 billion. The difference of CNY 10.05 billion will be paid by issuing shares to Keyuan Holdings Group Co., Ltd., Ningbo Keyuan Tiancheng Investment Co., Ltd., Ningbo Shengyi Enterprise Management Partnership (Limited Partnership), Ningbo Keqi Enterprise Management Partnership (Limited Partnership), Ningbo Hanze Enterprise Management Partnership (Limited Partnership), and Ningbo Yongxin Enterprise Management Partnership (Limited Partnership).
The deal is subject to approval from China Securities Regulatory Commission, Zhejiang Renzhi needs to convene an employee representative meeting to review and approve the employee resettlement plan related to the transaction; Zhejiang Renzhi needs to hold a formal meeting of the board meeting and the general meeting of shareholders to consider and approve the transaction; general meeting of the Zhejiang Renzhi needs to review and approve the proposal to waive the tender offer obligation triggered by the Zhejiang Renzhi and its concerted action parties and other approvals that may be required by relevant laws and regulations. The Executive Director of Ningbo Keyuan Refinement Co., Ltd. made a decision on the transaction on March 26, 2019. The transaction has been approved by Keyuan Holdings Group Co., Ltd., Ningbo Keyuan Tiancheng Investment Co., Ltd., Ningbo Shengyi Enterprise Management Partnership (Limited Partnership), Ningbo Keqi Enterprise Management Partnership (Limited Partnership), Ningbo Hanze Enterprise Management Partnership (Limited Partnership), and Ningbo Yongxin Enterprise Management Partnership (Limited Partnership) on March 27, 2019. On March 27, 2019, Ningbo Keyuan Refinement Co., Ltd. held a meeting of shareholders to consider and approve the resolution on the transaction. On April 8, 2019, Zhejiang Renzhi held the 13th meeting of the fifth Board of Directors to consider and approve the proposal related to the restructuring plan of the transaction.
Ningbo Keyuan Refinement Co., Ltd cancelled the acquisition of Zhejiang Renzhi Co., Ltd. (SZSE:002629) in a reverse merger transaction on March 26, 2020.
Zhejiang Renzhi Co., Ltd., formerly Sichuan Renzhi Oilfield Technology Services Co., Ltd., is a China-based company principally engaged in the provision of oilfield technical services. The Company mainly provides drilling fluid technical services, including drilling fluid deployment, circulation operation and recycling services; oil and gas field environmental protection technical services, including oil and gas field wastewater treatment, waste mud treatment and drilling sewage treatment technology services; underground operation technical services, including underground technical services, production increasing technical services, downhole tools and well completion technical services. The Company is also engaged in the development, production and sales of oilfield chemicals and functional new materials. The Company mainly operates its businesses in the Mainland of China.