PDF《康达国际环保有限公司》

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

KANGDA INTERNATIONAL ENVIRONMENTAL COMPANY LIMITED 康达国际环保有限公司(incorporated in the Cayman Islands with limited liability) (Stock code: 6136) BUSINESS UPDATE THE ACQUISITION OF 70% EQUITY INTERESTS IN WENZHOU CITY CHUANGYUAN WATER CO., LTD. On

23 May 2017, the Vendors and the Purchaser entered into the Equity Transfer Agreement and its Supplemental Agreement, pursuant to which the Purchaser, an indirectly wholly-owned subsidiary of the Company, agreed to acquire an aggregate of 70% equity interests held by the Vendors (36% held by Zhejiang Xinbang and 34% held by Zhongtong Property, respectively) in the Target Company for an aggregate consideration of RMB145,110,000. This announcement is made by the Company to keep the Shareholders and potential investors of the Company informed of the latest information and business development of the Group. THE EQUITY TRANSFER AGREEMENT Principle terms of the Equity Transfer Agreement are set forth as below: Date:

23 May

2017 Parties: (i). Zhejiang Xinbang Holdings Group Co., Ltd.* (浙江新邦控股集团有限公司);

(ii). Zhongtong Property Group Co., Ltd.* (中通置业集团有限公司) (together with Zhejiang Xinbang, as the Vendors);

and ―

1 ― (iii).Chongqing Kangda Environmental Protection Industry (Group) Co., Ltd.* (重庆康达环保产业(集团)有限公司) (the Purchaser). To the best knowledge of the Directors, and having made all reasonable enquiries, the Vendors and its ultimate beneficial owners are third parties independent of the Company and its connected person(s) (as defined under the relevant Listing Rules). Acquisition of equity interests in the Target Company The Purchaser has agreed to acquire and the Vendors have agreed to sell an aggregate of 70% equity interests held by the Vendors in the Target Company, in particular, Zhejiang Xinbang and Zhongtong Property agreed to sell 36% and 34% equity interests in the Target Company, respectively. Upon the completion of the Equity Transfer, the equity interests in the Target Company will be held by the Purchaser, Zhejiang Xinbang and Zhongtong Property as to 70%, 15% and 15%, respectively. Consideration The consideration to be paid by the Purchaser to the Vendors is RMB145,110,000 (including RMB74,628,000 to be paid to Zhejiang Xinbang and RMB70,482,000 to be paid to Zhongtong Property), which was negotiated by the Purchaser and the Vendors on arm'

s length basis and determined by taking into consideration of, among others, the daily treatment capacity in operation and under construction of the Wenzhou West Sewage Treatment Plant* (温州市西片污水处理厂) and the expenses incurred for the construction, operation and maintenance of the Wenzhou West Sewage Treatment Plant* (温州市西片污水处理厂). Payment of consideration Pursuant to the Equity Transfer Agreement, the Purchaser shall pay the consideration in the following manners: (i). Deposit RMB30,000,000 (including RMB15,300,000 paid to Zhejiang Xinbang and RMB14,700,000 paid to Zhongtong Property) which has been paid by the Purchaser shall be recognized as the deposit of the Equity Transfer Agreement;

and (ii). Subsequent Payments a. RMB57,066,000 (including RMB29,477,000 to be paid to Zhejiang Xinbang and RMB27,589,000 to be paid to Zhongtong Property) shall be paid within five (5) business days after the execution of the Equity Transfer Agreement;