Securities code: Sichuan Expressway Company Limited(601107) securities abbreviation: Sichuan Expressway Company Limited(601107) Announcement No.: 2022008
Sichuan Expressway Company Limited(601107) announcement on the progress of establishing a joint venture to acquire overseas assets
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
The acquisition of overseas assets was terminated this time. In view of the fact that the project has not been delivered, the company and the Chinese consortium have not paid each other, and have not actually obtained the property right and operation right of Turkey Sanqiao project, the above matters will not have a significant impact on the normal operation of the company and will not damage the interests of the company and all shareholders, especially the interests of minority shareholders.
1、 Project overview
Sichuan Expressway Company Limited(601107) (hereinafter referred to as “the company” or “the company”) deliberated and adopted the proposal on the company’s participation in the acquisition of overseas assets and related party transactions at the second meeting of the seventh board of directors, and signed the cooperation agreement and share purchase agreement on December 23, 2019. For details of this matter, please refer to the company’s publication in China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on December 24, 2019（ http://www.sse.com.cn./ ）Announcement of Sichuan Expressway Company Limited(601107) on establishing a joint venture company to acquire overseas assets and related party transactions. The progress of the project is detailed in the company’s website of China Securities Journal, Shanghai Securities Journal and Shanghai Stock Exchange on August 5, 2021 and August 23, 2021 respectively（ http://www.sse.com.cn./ ）Announcement of Sichuan Expressway Company Limited(601107) on the progress of establishing a joint venture company to acquire overseas assets disclosed.
2、 Project progress
After the signing of the share purchase agreement, all parties to the transaction actively promoted the acquisition. However, in view of the fact that the parties to the transaction have not reached a consensus on the relevant provisions of the refinancing arrangement (which should take effect immediately at the closing of the acquisition), and the preconditions for the transaction under the share purchase agreement have not been fully completed, the parties to the transaction decided to terminate the acquisition through friendly negotiation. In view of this, the company held the 19th meeting of the 7th board of directors on January 27, 2022. The meeting considered and approved the proposal on terminating the acquisition of overseas assets by the company and the consortium, and agreed that the company would terminate the acquisition of ICA IC in Turkey İ ÇTA Ş ASTALDI Üçüncü Bo ğ az Köprüsü veKuzey Marmara Otoyolu Yat ı r ı m ve İş letme A. Ş. (hereinafter referred to as “ICA company”) 51% equity, 51% shareholder loan of the former shareholder of ICA company and 51% equity of Eurasia motorway maintenance and Operations Limited (i.e. the company of nutrition protection) located in Hong Kong.
On March 9, 2022, all parties signed the termination agreement to terminate the matter.
3、 Impact of transactions on the company
Since both parties of the project have determined to terminate the transaction, the company and the Chinese consortium have not paid each other, nor have they actually obtained the property right and operation right of Turkey Sanqiao project, the above matters will not have a significant impact on the operation and financial status of the company, and will not damage the interests of the company and all shareholders, especially the interests of minority shareholders.
4、 Important tips
1. The company will perform corresponding procedures and information disclosure obligations in accordance with relevant laws and regulatory rules. Please pay attention to investment risks.
2. The information disclosure media of the company are Shanghai Securities News, China Securities News and the website of Shanghai Stock Exchange（ http://www.sse.com.cn./ ）。 All information of the company shall be subject to the announcement published in the above newspapers and websites. It is hereby announced.
Sichuan Expressway Company Limited(601107) board of directors March 10, 2002
