Investment Overview - China National Materials International Engineering Co., Ltd. (referred to as "the company") plans to invest through its subsidiary, China National Materials Cement Co., Ltd. (referred to as "Cement Co."), to establish a new investment entity in the United Arab Emirates (UAE) [2][3] - The company will invest approximately $3,785.04 million to acquire a 70% stake in QazCement Industries LLP (referred to as "QC Company") in Kazakhstan and construct a 3,500 tons per day clinker cement production line, with a total project investment of about $18,024.06 million [2][20] Transaction Details - The transaction has been approved by the board of directors of Cement Co. and does not require further approval from the company's board or shareholders [2] - The investment is subject to regulatory approvals, including antitrust review in Kazakhstan and foreign investment registration in China [3][25] Company Profiles - Cement Co. has a registered capital of 1,000 million RMB and is primarily engaged in cement production and sales [4] - The newly established investment entity, Cement (Central Asia) Investment Co., Ltd., will have a registered capital of $3,785.04 million and will be wholly owned by Cement Co. [8] Target Company Information - QC Company, based in Kazakhstan, has a registered capital of approximately $622 million and holds mining rights for two significant mineral deposits [12] - As of December 31, 2024, QC Company reported total assets of approximately 220.78 million RMB and a net loss of approximately 55.89 million RMB [12][16] Investment Purpose and Impact - The investment aligns with Cement Co.'s international development strategy, aiming to expand its overseas asset base and enhance profitability [27] - The project is expected to leverage favorable market conditions in the region, where cement demand exceeds supply [27] Financial Assessment - An asset valuation report indicated a significant increase in QC Company's asset value, with a valuation of approximately 56.26 million RMB, reflecting a substantial appreciation [17] - The capital increase will raise QC Company's registered capital to approximately $5,407.2 million, with Cement Co. holding a 70% stake post-investment [19][23]
中国中材国际工程股份有限公司关于重要参股公司对外投资(海外)的公告