SMIC believes that the subscription will strengthen the company's relationship with Datang and the National IC Fund, providing an additional source of funding for the company. The funds raised to satisfy the Placing and the issuance of the Perpetual Permanent Subordinated Convertible Securities will not be sufficient to meet the demand. Funding needs.
On April 23, 2018, SMIC entered into the Datang Preferred Shares Subscription Agreement and the Permanent Subordinated Convertible Securities Subscription Agreement with Datang and Datang Hong Kong. Datang purchased 61,526,473 shares of SMIC for approximately HK$655 million in cash. Shares of HK$10.65 per share, representing approximately 1.25% of the total issued shares. At the same time, SMIC conditionally agreed to issue and Datang (via Datang Hong Kong) conditionally agreed to subscribe for the subordinated convertible securities of Datang Hong, principal The total amount is US$200 million, the terms and conditions of which are approximately the same as the issuance of the Perpetual Subordinated Convertible Securities for Placing, and the prerequisite is to obtain the necessary government approval and the approval of the independent shareholders.
On the same day, SMIC and National IC Fund and Xinxin Hong Kong entered into the China IC Fund Preferred Shares Subscription Agreement and the Permanent Subordinated Convertible Securities Subscription Agreement, which is conditionally agreed to be issued and the National IC Fund (through Xinxin Hong Kong) has Conditionally agrees to subscribe for a permanent sub-convertible securities of the National IC Fund with a total principal amount of US$300 million. The terms and conditions are approximately the same as those for the issuance of the Perpetual Subordinated Convertible Securities to be placed, subject to the necessary government approval. And independent shareholders' approval.
After the subscription is completed, the shareholding of Datang and the National IC Fund in SMIC will increase from 16.18% and 15.01% to 18.33% and 18.3%, respectively, which is expected to be on or before December 31, 2018 (or Core International and Xinxin Hong Kong may complete the written agreement later.