公告日期:2024-04-26
Stock Code:000553(200553) Stock Abbreviation: ADAMA A(B) NO. 2024-24
ADAMA Ltd.
Announcement on Credit Facility of USD 200
million from a Related Party
TheCompany and all members of theCompany’s Board of Directors confirm that all information
disclosed herein is true, accurate and complete, with no false or misleading statement or material
omission.
I. Overview of the RelatedParty Transaction
On April 25, 2024, the 33rd meeting of the 9th session of the Board of Directors of
ADAMA Ltd. (hereinafter referred to as the “Company”) approved entering into an
additionalFacilityAgreement, enteredinto byand betweenSyngentaGroup(NL)B.V.
(hereinafter referred to as "SG NL"), a subsidiary of the Company's controlling
shareholder, Syngenta Group Co., Ltd. (hereinafter referred to as "SG"), and Adama
Fahrenheit B.V. ( hereinafter referred to as "ADAMA NL"), an indirectly wholly-
owned subsidiary of the Company, according to which SG NL shall provide a new
and additional amount of USD 200 million in favor of ADAMA NL (the
"Transaction").
Since SG NL and ADAMA NL are both controlled by SinoChem Holding Co., Ltd.
(hereinafter referred to as "SinoChem Holding”), the Transaction constitutes a related
party transaction.
Among the fivedirectors of theCompany, therelated-partydirectors, Mr. QinHengde
and Mr. LiuHongsheng refrained from voting, while among theremaining votesofthe
three directors, there were three (3) affirmative votes, and no negative votes and or
abstentions. All the Company’s independent directors provided opinions and
preapproved the Transaction.
The Transactionrequires the approvalofthe Company’s shareholders. SG will refrain
from voting.
The Transaction does not constitute a Material Assets Restructuring as stipulated by
the Administrative Measures onSignificant Asset Restructuring ofLis……
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