Tianjin Zhong Xin Pharmaceutical Group says Jinhushen Biological Medical Science and Technology has completed its acquisition in its controlling shareholder, Tianjin Pharmaceutical Holdings (TPH) on March 26.
Jinhushen, on Dec 19, 2020, entered into a sale and purchase agreement (SPA) with Tianjin Bohai State-owned Assets to acquire a 67% stake in TPH.
Further to the completion of the acquisition, Tianjin Pharmaceutical will be making the S shares chain offer according to rule 14.1 of the code.
The A shares chain offer will be made by Jinhushen for the shares which are listed on the Shanghai Stock Exchange (SSE).
The price for the S shares chain offer will be the higher of the simple average of the volume weighted average price (VWAP) of the S shares on the SGX-ST on either the latest 20 trading days or the number of trading days within the 30 calendar days, or the price calculated by applying the ratio of the simple average of daily VWAP of the S shares and the A shares over six months up to and including the possible offer announcement date to the A shares offer price.
Both Tianjin Pharmaceutical and Jinhushen will be permitted to use the central parity rate of RMB against USD authorised by the People’s Bank of China to convert the daily RMB-denominated A shares price to USD on the possible offer announcement date.
This is for the purpose of calculating the prices for the S shares chain offer, the A shares chain offer and the ratio of the offer values.
Due to a mistake in the computation of the relevant offer prices for the S shares chain offer and A shares chain offer, the S shares offer price is revised from 89.3 US cents ($1.20) to 89.4 US cents.
The offer price of the A shares will remain at RMB17.43 ($3.59).
The S shares chain offer is conditional upon Tianjin Pharmaceutical and Jinhushen having received over 50% valid acceptances.
The A shares chain offer will be unconditional in all respects, under the PRC acquisition rules.
The S shares chain offer will closed at 5.30pm on April 29, and will not be extended past the time stipulated.
The A shares chain offer will be valid from March 30 to April 29, and not be extended either.
Shares in Tianjin Zhong Xin closed flat at US 90 cents on March 26.