Stock Codes: 600801, 900933 Stock Abbreviations: Huaxin Cement, Huaxin B Share Ref: 2012-023
Announcement on Result of the Implementation of the Plan of Share Increase Conducted By Party Acting in Concert with the Biggest Shareholder of Huaxin Cement Co., Ltd
To the best of our knowledge, the Board of Directors of the Company and its members confirm that there is no material false or misleading statement or material omission in this announcement and shall be severally and jointly liable for the truthfulness, accuracy and completeness of its content.
Huaxin Cement Co., Ltd. (hereinafter referred to as “the Company”) received a notification from Holchin B.V., (the biggest shareholder of the Company), and Holpac Limited (the party acting in concert with Holchin B.V.) on September 18, 2012 informing that the Plan of Share Increase ended on September 17, 2012 due to the internal decision of Holpac Limited. Until September 17, 2012, the plan of purchase of no more than 18,612,468 shares and the percentage of the shares purchased not exceeding 1.99% of the total shares issued by the Company has been completed. Detailed information is as follows:
I. Details of Share Increase
From December 23, 2011 to September 17, 2012, Holpac Limited (the party acting in concert with Holchin B.V.) commissioned UBS AG to purchase in total 18,612,430 B shares amounting to 1.99% of the total shares issued by the Company through the trading system of Shanghai Stock Exchange. After the Share Increase, the aggregate shares held by Holchin B.V. and its concert party are 391,623,066 shares inclusive of 201,488,036 A shares and 190,135,030 B shares respectively, amounting to 41.87% of the total shares issued by the Company.
During the period of carrying out the Plan of Share Increase, Holchin B.V. and Holpac Limited (the party acting in concert) have abided by their commitment and not reduced their respective shareholding of the Company.
II. Legal Opinion
Beijing Zhong Lun Law Firm issued the following opinion with respect to the Share Increase conducted by Holchin B.V. and the party acting in concert with it:
Holchin B.V. and the party acting in concert with it are all legally incorporated and existing under the laws of the country where the company is incorporated, and they are qualified to carry out the Share Increase; Holchin B.V. and the party acting in concert with it have performed necessary obligations regarding information disclosure concerning Share Increase; the Share Increase conducted by Holchin B.V. and the party acting in concert with it satisfies the requirements stipulated in Paragraph 2 (1) of Article 63 of the Administrative Measures on Takeover of Listed Companies , according to which the investor could be exempted from the tender offer and the application to the CSRC for a waiver; Holchin B.V. and the party acting in concert with it did not conduct any illegal activities during the Share Increase.
It is herewith announced.
Huaxin Cement Co. Ltd.
Board of Directors
September 20, 2012