Adama Agricultural Solutions reported that the M&A Panel of the China Securities Regulatory Commission (CSRC) has unconditionally approved its combination with Sanonda, paving the way for the consummation of the transaction, which is now expected in the coming weeks. Upon completion, the combined company will be floated on the Shenzhen Stock Exchange. The trading of Sanonda’s shares, which had recently been suspended during the CSRC’s final review process, resumed on June 2.
Adama’s combination with Sanonda is expected to create, in one coordinated move, the only integrated Global-China crop protection company, with combined 2016 sales of $3.35 billion. At its outset, it will be the sixth largest global crop protection company and the largest in China, as well as the first global one to be publicly traded on the flagship A-share market. In the context of the transaction, the combined company intends to raise around $250 million in new equity, which will be used to accelerate its growth. At current market prices, the combined company’s pro-forma equity is valued at approximately $4.6 billion, placing its pro-forma enterprise value at approximately $5.7 billion.
在获得相关公司批准后，合并后的公司将以安道麦的名称和品牌运营，并由安道麦的全球管理团队领导，并由参与合并后的中国业务的中国同事加入。合并后公司的核心职能将继续在以色列运营，包括全球研发、注册和运营。
该合并仍需获得某些额外的监管批准，预计将在未来几周内获得。
关于交易：
湖北沙隆达股份有限公司将贡献约 $3 亿的销售额，以及重要的商业和运营能力，包括 Adama 已经开始在全球和中国分销的竞争产品地位，例如主要杀虫剂 ACEMAIN®，其中含有活性成分乙酰甲胺磷和除草剂 SPRAYTOP®, which contains the active ingredient paraquat. The transaction will be accomplished through the issuance by Sanonda of approximately 1.82 billion new shares at a value of RMB 10.20 (approximately $1.54) per share, to Adama’s shareholder CNAC, in exchange for all the shares in Adama, which are valued for the purposes of the transaction at approximately $2.8 billion. The combined company’s shares will be listed on the Shenzhen Stock Exchange, providing access to RMB- and Hong Kong Dollar-denominated capital.
高盛高华证券、国泰君安证券担任本次交易的财务顾问，环球律师事务所担任法律顾问。