Wanhua buys the largest MDI manufacturer in Central and eastern Europe

Chinese companies go to sea to buy and victory. February 10, Yantai Wanhua (600309) Bulletin, the company's holding shareholder Wanhua Industrial Group Co., Ltd. has been the largest isocyanate manufacturer in Central and Eastern Europe, 96% of the value of the company.　　Wanhua Industries will be among the top three in the global industry by holding the largest MDI producer in the Asia Pacific region, Yantai Wanhua and the largest isocyanate producer in Middle East Europe. Wanhua Industrial will entrust Yantai Wanhua operation Baosde. Wanhua industry also promised that the future will be BAOSDE and Yantai Wanhua merger.　　It is of great strategic significance for Yantai Wanhua to accelerate the completion of global layout, and also opens up the development space for the company's future development. Wanhua Industrial Low-cost Expansion data show that BAOSDE is the largest MDI and TDI manufacturers in Central and Eastern Europe, most of its production facilities are concentrated in the Hungarian city of Kasinzbacka, the existing MDI production capacity of 180,000 tons/year, TDI capacity of 90,000 tons/year and PVC capacity of 400,000 tons/year; The company is building 160,000 tons/year TDI units, the completion rate of which is about 80%.　　The company's products are mainly for the European market, a small number of products sold in the Middle East, Africa and Asia and other regions. Baosde in the aftermath of the global financial crisis in 2008, the financial situation deteriorated, and in the first half of 2009 into financial difficulties.　　As of the end of December 2009, the total assets of Baosde € 1.645 billion, net assets of 172 million euros, net profit-161 million euros. The financial dilemma has led to a significant reduction in valuations, which has provided a rare opportunity for the Wanhua industry, which has been deliberately implementing mergers and acquisitions in isocyanate industries and achieving global distribution. Wanhua Industrial is an investment holding company, its holding company industry involves MDI, eco-board industry, energy-saving building materials, coal production and other fields, its core subsidiary of Yantai Wanhua is a two phenyl methane diisocyanate (MDI), polyurethane resin, such as the leading products of chemical enterprises.　　As of December 31, 2009, Wanhua industrial assets total 15.975 billion yuan, net assets of 7.673 billion yuan, the ratio of assets and liabilities to 51.97%. In the end, Wanhua Industries acquired a 96% stake in the company through its overseas holding subsidiaries and signed the final deal on January 31, 2011. The total amount of the transaction is 1.263 billion euros, after the completion of the transaction, Wanhua Industrial indirect control of 96% of the equity, become its actual control.　　At present, the project has been approved by the National Development and Reform Commission, Ministry of Commerce, the project required foreign exchange has been approved by the State administration of foreign exchange. The future will be combined with Yantai Wanhua is introduced, MDI manufacturing threshold is very high, the global master of its production technology only Bayer, BASF, Huntsman, Yantai Wanhua and other few enterprises. Wanhua Industrial Holdings Yantai Wanhua, with a capacity of 800,000 tons per year, is the largest MDI manufacturer in the Asia-Pacific region, but currently has only MDI production devices in mainland China. And the first few of the MDI industry, whether sales channels orIs the manufacturing base is the global layout, and formed a strong regional balance ability. After the completion of the acquisition, Wanhua can immediately in Europe to obtain manufacturing equipment, manufacturing capability will quickly enhance the product balance of Wanhua in the world, through the European and Asian markets, complete the global layout, become the world's third largest polyurethane manufacturers, rapid promotion of industry voice, enhance the industry position.　　In addition, through the synergistic effect, can enhance Wanhua's ability of sustainable operation, and the operation of the Po-tak TDI device, can be in advance to Wanhua accumulated operating experience, product and geographical complementarity. According to the announcement, Wanhua industry in accordance with the beginning of the listing of Yantai Wanhua Competition prohibition of the commitment, in the completion of the acquisition of BAOSDE, will be entrusted to the management of Yantai Wanhua, Yantai Wanhua management during the profit and loss is not responsible for the trust fee of 10 million yuan per year. Wanhua industry agreed to be nominated by Yantai Wanhua BAOSDE Senior management during the trusteeship period.　　Wanhua Industrial also pledged that the company's operating conditions significantly improved within 18 months, will be the appropriate way to resolve the merger with Yantai Wanhua Business of the bill, and at the shareholders ' meeting to avoid the vote. The Trusteeship Agreement between Yantai Wanhua and Wanhua industry is valid for three years, and the two sides will agree otherwise after maturity. At present, the entrusted management agreement needs Yantai Wanhua Board of Directors, shareholders will approve.