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APX Apex Resources Inc

0.06
-0.005 (-7.69%)
17 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Apex Resources Inc TSXV:APX TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -0.005 -7.69% 0.06 0.055 0.06 0.065 0.06 0.06 99,000 20:54:54

Asia Packaging Signs Letter of Intent to Acquire Yuanxing Packaging

07/06/2012 2:30pm

Marketwired Canada


Asia Packaging Group Inc. (TSX VENTURE:APX) (the "Company") is pleased to
announce that it has entered into a letter of intent (the "LOI") relating to the
potential acquisition (the "Acquisition") of Yuanxing Holdings (Hong Kong) Ltd.
("Yuanxing HK"), which is a holding company that holds all of the issued and
outstanding share capital of Yuanxing Package (China) Co. Ltd. ("Yuanxing
China"), as well as its related company, Yuanxing Package (Suzhou) Co., Ltd.
("Yuanxing Suzhou") (Yuanxing HK, Yuanxing China, and Yuanxing Suzhou are
referred to collectively as "Yuanxing Packaging").


Under the terms of the LOI with Yuanxing Packaging (available on SEDAR), the
Company will issue such number of shares of the Company to the shareholders of
Yuanxing Packaging, which will represent a valuation of approximately $80
million based on a deemed price of $0.40 per share.  


Given the size of Yuanxing Packaging relative to the Company, this transaction
will represent a Reverse Takeover transaction as defined under Policy 5.2 of the
TSX Venture Exchange (the "Exchange"). As such, the Company is required to halt
trading in its stock pursuant to Policy 5.2 and the Company's stock will resume
trading when the Company meets the requirements for reinstatement of trading
under Policy 5.2.  


Completion of the Acquisition contemplated under the LOI is subject to, among
other conditions, the following conditions: 




1.  the receipt of all necessary regulatory, corporate and third party
    approvals, including the approval of the Exchange, and compliance with
    all applicable regulatory requirements and conditions in connection with
    the Acquisition;
      
2.  the execution of a definitive agreement (the "Definitive Agreement")
    including the terms of the LOI and other generally accepted terms and
    conditions materially similar to the Acquisition on or before July 31,
    2012, or such later date as mutually agreed upon by the Purchaser and
    Yuanxing Packaging;
      
3.  completion of the due diligence by both the Purchaser and Yuanxing
    Packaging, acting reasonably, with respect to matters related to the
    Acquisition; and
      
4.  if required by the Exchange, the receipt of the approval by the
    Company's shareholders. 



The closing date of the Acquisition is scheduled to be 10 business days
following the satisfaction or waiver of the condition precedents contained in
the LOI and the Definitive Agreement, but in any event no later than October 31,
2012, or such later date as mutually agreed upon by the Company and Yuanxing
Packaging.


As part of the proposed Acquisition, the Company is required to obtain a sponsor
to submit a sponsorship report to the TSX Venture Exchange. Canaccord Genuity
Corp., subject to completion of satisfactory due diligence, has agreed to act as
sponsor in connection with the transaction. An agreement to sponsor should not
be construed as any assurance with respect to the merits of the transaction or
the likelihood of completion. In addition, the Company has entered into an
agreement with Canaccord Genuity to provide advisory services. 


About Yuanxing Package 

Yuanxing China, together with its associated company, Yuanxing Suzhou,
manufactures and markets a variety of retail/shopping bags and packaging
products to the Chinese market. Yuanxing Packaging produces a full line of
disposable, recyclable and reusable retail/shopping bags produced from paper,
polyethylene and from non-woven, recyclable fiber. 


From its manufacturing facilities in Quanzhou, Fujian Province and Suzhou,
Jiangsu Province, Yuanxing Packaging employs over 1,400 people in the design and
manufacturing of approximately 600 million of retail/shopping bags per year.
Yuanxing Packaging has over 200 customers across China who are primarily Chinese
clothing retailers and manufacturers with retail outlets. The retail/shopping
bags are use as point-of-sale packaging and advertising for the Yuanxing
Packaging's customers.  


Based on IFRS unaudited financial statements, Yuanxing Packaging had combined
financial results as follows:




                       12 months ended    12 months ended    12 months ended
(Canadian $000)             31/12/2011         31/12/2010         31/12/2009
                   ---------------------------------------------------------
Revenues                        78,342             46,303             28,049
Gross Margin                    24,594             12,630              5,846
Net Income                      16,858              8,043              3,493



A full set of audited financial statements for both operating companies will be
available as part of the Filing Statement or Information Circular to be filed by
the Company for the Acquisition. The Company will also be issuing follow-up news
releases to provide update on the progress of the Acquisition and additional
information relating to the Acquisition from time to time before resumption of
trading of the Company's stock is effected. 


About Asia Packaging Group Inc.

Asia Packaging Group, through its wholly-owned subsidiaries in the People's
Republic of China ("PRC"), is in the business of manufacturing packaging
products and services to the food and pharmaceutical industries in China. The
Company operates a 38,000 square meter plant located in Yichun City, Jiangxi
Province in PRC.


This news release contains certain statements that may be deemed "forward
looking statements". Forward looking statements are statements that are not
historical facts and are generally, but not always, identified by the words
"expects", "plans", "anticipates", "believes", "intends", "estimates",
"projects", "potential" and similar expressions, or that events or conditions
"will", "would", "may", "could" or "should" occur. Although the Company believes
the expectations expressed in such forward looking statements are based on
reasonable assumptions, such statements are not guarantees of future performance
and actual results may differ materially from those in forward looking
statements. Forward looking statements are based on the beliefs, estimates and
opinions of the Company's management on the date the statements are made. The
Company undertakes no obligation to update these forward looking statements,
except as required by law, in the event that management's beliefs, estimates or
opinions, or other factors, should change.


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