"The first Chinese stock" Tongjitang brewing delisting – Tongjitang – pharmaceutical industries
3 years ago, wearing a " Traditional Chinese medicine First Unit "halo landing NYSE Guizhou Tongjitang (TCM), now may be the first through the privatization of the Chinese companies delisting from the NYSE. And this is the second of this the management of pharmaceutical companies time trying to move through privatization allowed to withdraw from the market.
With the first failure of the privatization agreement is different, this repurchase, the company's second-largest shareholder of Shanghai Fuxing shares Medicine (600,196, stock it) (Group) Co., Ltd. (hereinafter referred to as "Fosun") jointly participate in the company's chairman Wang Xiaochun acquisition.
4 12, Tongjitang said it has formed a special committee to consider the proposed acquisition of this pile, the Special Committee constituted by the three independent directors. Reporter contacted one of the directors of Chen village, he told reporters that the board evaluate the proposal, need to refer to the investment banks and other intermediaries, legal advice, to comment on their present inconvenience. In accordance with the process, the Board considered and adopted, the need to further consider the general meeting of shareholders.
And Fosun medicine is stressed to reporters, Tongjitang percentage of outstanding shares in the NYSE has been very low, trading was not active, the share price is relatively low. This is the company's decision to delisting from the NYSE important reason. "Fosun medicine as a major Tongjitang tradable shareholders to support the privatization decision."
Wang Xiaochun phone is has been no response.
Brewing delisting 4 8, Tongjitang announcement said Fosun owned subsidiary of Fosun Industrial (Hong Kong) Limited (hereinafter referred to as "Fuxing Industrial") and HanmaxInvestmentLimited (hereinafter referred to as "HanmaxInvestment") 2 and acquired the common side Board of Directors to Tongjitang made the privatization agreement.
Under the proposal and related arrangements, Fuxing Industrial and HanmaxInvestment new proposed a new joint venture company, which was 67.9% HanmaxInvestment cent stake in the new company; Fosun Industrial 32.1% total stake in the new company. HanmaxInvestment expected to be invested 21,236,000 U.S. dollars in cash for the purchase of the remaining shareholders than mergers and acquisitions somewhere out there all the 17,987,550 ordinary shares (including ADSs on behalf of common stock); and Fuxing Industrial and HanmaxInvestment will cancel its current zero on the price Tongjitang has all of the shares.
The acquisition is completed, Fuxing Industrial and HanmaxInvestment to the new company has all the options in the same proportion to Tongjitang equity, and completion of the new merged company and Tongjitang, which Tongjitang medicine industry there is to be the surviving corporation, in addition to industry and HanmaxInvestment Fosun investors other than shares held by Tongjitang will be converted into the right to accept cash on the price and was written off, then Tongjitang NYSE delisting will be .
HanmaxInvestment behind is Mr Wang. The wholly-owned by his company, the main asset is its shares held by Tongjitang. As of April 7th, 2010 NYSE closing, HanmaxInvestment hold a total of 52,675,584 shares of common stock Tongjitang, representing Tongjitang issued and outstanding ordinary shares of 50.6%.
From the October 2008 start for the first time in the secondary market to buy Tongjitang stock Fosun have passed an intensive dozen holdings, were acquired Tongjitang 33,403,392 shares of common stock, account Tongjitang issued and outstanding common shares of 32.10%.
"Can be seen from this ratio, Tongji Church has a very low percentage of outstanding shares, trading is very active, no need to trade on the NYSE." One of the industry have pointed out.
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