Stock abbreviation: Jiangsu Expressway Company Limited(600377) Stock Code: Jiangsu Expressway Company Limited(600377) No.: pro 2022014 Jiangsu Expressway Company Limited(600377)
About the joint establishment of the company and all parties of the consortium to purchase overseas assets
And progress announcement of related party transactions
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.
1、 Transaction background
Jiangsu Expressway Company Limited(600377) (hereinafter referred to as “the company”) deliberated and adopted the proposal on establishing a Hong Kong subsidiary and participating in the formation of a consortium to jointly acquire ICA project in Turkey at the 14th meeting of the ninth board of directors, and signed the share purchase agreement with the seller on December 23, 2019. For details of this matter, please refer to China Securities Journal, securities times and Shanghai Stock Exchange website www.sse.com on December 24, 2019 com. cn. 、 Website of the stock exchange of Hong Kong Limited www.hkexnews.com HK and the company’s website www.jsexpressway.com com. The company’s announcement on the resolution of the 14th meeting of the ninth board of directors and the announcement on the establishment of a wholly-owned subsidiary in Hong Kong and the joint establishment of a company with all parties of the consortium to acquire overseas assets and related party transactions.
2、 Transaction progress
After the signing of the share purchase agreement, all parties actively promote the purchase of shares. 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 7th Meeting of the 10th 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. 51% equity, 51% shareholder loan from the former shareholder of ICA company and 51% equity of Eurasia motorway maintenance and operations limited in Hong Kong. The parties have jointly signed the termination agreement on March 9, 2022.
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 ICA project in Turkey, the above matters will not have a significant impact on the operation and financial status of the company.
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. China Securities Journal, securities times, Shanghai Securities News, Shanghai Stock Exchange website www.sse com. cn.、 Website of the stock exchange of Hong Kong Limited www.hkexnews.com HK and the company’s website www.jsexpressway.com com. As the information disclosure media of the company, all information of the company shall be subject to the announcement published in the above media.
It is hereby announced.
Jiangsu Expressway Company Limited(600377) board of directors March 11, 2002
