Supplemental Investment Agreement. Simultaneously with the execution of this Agreement, the Company and Purchaser are entering into a supplemental investment agreement, whereby Purchaser may, at its option, purchase in one or more transactions from the Company certain additional shares of Series A Preferred Stock in order fund certain strategic acquisitions of the Company or its Subsidiaries, pursuant to the terms specified therein (the “Supplemental Investment Agreement”).
Supplemental Investment Agreement. The Board announces that on 6 November 2017 (after trading hours), the Subsidiary entered into the Third Supplemental Investment Agreement with Kailong Real Estate and Hengda Real Estate. The Third Supplemental Investment Agreement amends certain terms of the Amended Investment Agreement, with an intention to align the terms of the Amended Investment Agreement with those of the investment agreements entered into among Hengda Real Estate, Kailong Real Estate, Xx. Xxx and the Third Round Investors. Pursuant to the Third Supplemental Investment Agreement, the parties thereto agreed to amend the terms of the Amended Investment Agreement in relation to the Performance Undertaking Amounts, and dividend payment prior to and after the entering into of the Reorganisation Agreement as disclosed in the First Announcement under the section headed “The Investment Agreement – Performance undertaking and indemnity”. Save for the amendments contained in the Third Supplemental Investment Agreement, all other terms and conditions of the Amended Investment Agreement remain unchanged. The key amendments to the Amended Investment Agreement pursuant to the Third Supplemental Agreement are summarised as follows: Performance undertaking Under the terms of the Third Supplemental Investment Agreement, Kailong Real Estate and Hengda Real Estate have undertaken to the Subsidiary that, subject to what is mentioned below, the Performance Undertaking Amounts of Hengda Real Estate for the financial year of 2017, 2018 and 2019 will not be less than RMB24.3 billion, RMB50 billion and RMB55 billion, respectively. The Performance Undertaking Amounts of Hengda Real Estate for the financial years ending 31 December 2018 and 2019, however, are to be finally determined with reference to the valuation report issued by a valuer with relevant securities and futures industry qualifications and approved by the relevant authorised State-owned assets supervision and administration commission, in relation to the valuation of the equity interests of all shareholders of Hengda Real Estate as at 30 June 2017 but in any event will not be less than RMB30.8 billion and RMB33.7 billion (being the amounts previously agreed and provided in the Amended Investment Agreement), respectively. Dividend payment prior to the entering into of the Reorganisation Agreement Reference is made to the protective measures regarding dividend payment prior to the entering into of the Reorganisation Agreement under the Amended Inv...
