HONG KONG, Jan 28, 2013 - (ACN Newswire) - China Metal Recycling (Holdings) Limited ("CMR" or "the Group", HKSE: 773), China's largest scrap metal recycling company according to the China Association of Metal Scrap Utilisation, today announced that China Energy Conservation and Environmental Protection Group ("CECEP") has signed a Sale and Purchase Agreement, which proposes to acquire 341,174,618 shares in CMR, or 29.0% of the total issued share capital of CMR, with a total consideration of approximately HK$3.51 billion, which is equivalent to HK$10.3 per share.
According to the agreement, CECEP will be acquiring 341,174,618 of CMR's shares (29.0% of the total issued share capital of the Group) from a wholly-owned company under Chairman and CEO of CMR, Mr. Jacky Chun ("Mr. Chun"). Total consideration will be approximately HK$3.51 billion, which is equivalent to HK$10.3 per share. Upon completion of the acquisition, the wholly-owned company under Mr. Chun will be holding 272,032,723 of shares in CMR (approximately 23.1% of the total issued share capital of the Group), and CECEP will become the Group's single largest shareholder with 341,174,618 shares of CMR (29.0% of the total issued share capital of the Group). The New Board of Directors will consist of 9 members, with two Co-chairmen. Mr. Chun will continue to hold the positions of CEO and Co-Chairman of the Board; while CECEP will nominate 5 persons to join the Board as Executive Directors and Non-Executive Directors, one of which will also hold the Co-Chairman position.
CECEP is PRC's largest provider of energy conservation technology and services. It is also a state-owned enterprise under the direct supervision and ownsership of State-owned Assets Supervision and Administration Commission of the State Council of the PRC, which is primarily engaged in the fields of energy conversation, emission reduction and environmental protection. CECEP currently owns approximately 260 subsidiaries and 5 listed companies, located across 30 provinces and municipalities in the PRC, and 40 countries and regions overseas. Total asset value amounts to approximately RMB84 billion.
Mr. Jacky Chun, Chairman and CEO of CMR said, " This cooperation represents a combination of strength. Through benefiting from comparative advantages of both parties, together with favourable national policies encouraging industry consolidation, it is our vision to build a world-class metal recycling group, further strengthening our market leader position in the industry. I believe vast synergies will be created with CECEP becoming a major shareholder of the Group; we have full confidence in our cooperation as well as the future prospectus of CMR."
China Energy Conservation and Environmental Protection Group commented, "The metal recycling industry has become the most important strategic emerging industry under the 12th Five-Year Plan, emission reduction and replacement of natural resources by renewable energy sources are also key initiatives for the PRC government in the coming years, there are thus enormous potential for the industry. CMR's rapid growth and contributions to the industry are indeed very significant, we are very glad to be able to play a part in CMR's development. Through this cooperation, CECEP will be able to accelerate its growth in the renewable resources sector, in turn integrating it as one of its principal business."
Completion of the agreement is conditional upon the fulfilment of certain conditions precedent, such as the approval from the relevant PRC government authorities being obtained by CECEP with respect to the acquisition, and that no general offer obligation under the Takeovers Code will arise as a result of the acquisition.
About China Metal Recycling Holdings Limited
Established in 2000, CMR is China's largest scrap metal recycling company. The Group has large-scale operation, mechanized production, modernized management and nation-wide sales network. Its business presence spans over China, with production and pier facilities in eastern, southern, central and northern China region. The Group was awarded "Top 500 Listed Enterprises of China" in 2010, "2010 Asian Brands 500", "Hong Kong Outstanding Enterprise Award" in 2009 and 2010, and "Top 500 Enterprises of China" in 2011. It has also been named "Role Model of Scrap Metal Processing Base" by the China Association of Metal Scrap Utilization, or CAMU. For more information, please visit www.chinametalrecycle.com.
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Jan 28, 2013 08:00 HKT/SGT
Source: China Metal Recycling Holdings Limited
Topic: General Announcement
Sectors: Metals & Mining, Financial, Energy, Business
From the Asia Corporate News Network
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