Anhui state-owned assets plan to take over, Shanshan shares reorganization enters a critical stage

On the evening of April 15, Shanshan Co., Ltd. announced that the voting period for the fourth creditors meeting of the company’s controlling shareholder Shanshan Group and its wholly-owned subsidiary Pengze Trading’s substantive merger and reorganization case has expired. The employee creditor's rights group, tax creditor's rights group, property-guaranteed creditor's rights group, general creditor's rights group and investors' group all voted to adopt the "Reorganization Plan (Draft)".

The administrator will apply to the Yinzhou Court for ruling and approval in accordance with the law. The announcement stated that the amount of investment represented by the investors who agreed to the proposal accounted for 85.60% of the total amount of the group, and the "Reorganization Plan (Draft)" has been confirmed to have been voted by the investor group. This means that Anhui state-owned assets have passed the internal voting hurdle when taking ownership of the company.

Shanshan Shares stated that if the reorganization is successful, the company's control will change, the controlling shareholder will be changed to Anhui Wanwei Group, and the actual controller will be changed to Anhui Provincial State-owned Assets Supervision and Administration Commission.

The announcement also pointed out that since the "Reorganization Plan (Draft)" still needs to be approved by the Yinzhou Court and the declaration of concentration of undertakings is completed, there is still uncertainty in the relevant results, and there is still uncertainty in whether Shanshan Group and Pengze Trading can succeed in their subsequent reorganization.

According to previous announcements, the reorganization investors controlled a total of 21.88% of the voting rights of Shanshan shares held by Shanshan Group and Pengze Trading (the debtor) through direct acquisition of stocks and concerted action arrangements with retained stocks or reached unanimous action with the debtor. The total upper limit for direct acquisition of stocks and immediate capital contribution shall not exceed approximately 7.156 billion yuan. Among them, Wanwei Group will directly acquire 13.50% of Shanshan shares held by Shanshan Group and Pengze Trading at a price of approximately 16.423667 yuan per share, corresponding to a total price of approximately 4.987 billion yuan;

For the remaining 8.38% of Shanshan shares held by the debtor after the reorganization, at the creditor's option, Wanwei Group will provide immediate repayment funds at RMB 11.50 per share, or promise to purchase retained shares from the debtor at RMB 12.7075 per share within 12 months after the expiration of the lock-up period (36 months) as required for creditors to repay.