News Column

Hanfeng Evergreen Agrees to Further Extension of Closing of Privatization Transaction

May 3 2013 12:00AM

Marketwire

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TORONTO, ONTARIO -- (Marketwired) -- 05/03/13 -- Hanfeng Evergreen Inc. (TSX: HF) ("Hanfeng" or the "Corporation") announced today that it has agreed to grant Xinduo Yu and 8310831 Canada Inc. (the "Purchaser"), a corporation wholly-owned by Xinduo Yu, an extension to a date up to but not later than July 3, 2013 for completion of the previously announced privatization transaction for which shareholder approval was obtained on March 15, 2013. The extension may expire earlier than July 3, 2013 if certain milestones have not been achieved by May 15, 2013 and June 6, 2013. The extension will provide Mr. Yu and the Purchaser with further time to arrange the required financing to complete the privatization transaction. In connection with the extension, the parties also agreed to remove certain "no-shop" restrictions contained in the arrangement agreement so as to permit Hanfeng to solicit and consider alternative acquisition proposals at the same time as it works toward the completion of the privatization proposal. The basic terms of the arrangement, under which the Purchaser has agreed to acquire all of the outstanding common shares of the Corporation not already owned by Mr. Yu for cash consideration of CDN$2.25 per share, otherwise remain unchanged.

Hanfeng does not intend to make further comment unless or until there is material information to announce.

Forward-Looking Information

This press release contains forward-looking statements based on current expectations, including but not limited to Hanfeng's plans, objectives and expectations, the Purchaser's plans, objectives and expectations with respect to Hanfeng and its business, statements regarding the completion and the timing of the completion of the proposed privatization transaction. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Risks and uncertainties about Hanfeng's business are more fully discussed in the Corporation's disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada. Additional important factors that could cause actual results to differ materially include, but are not limited to: the actual closing of the proposed transaction; the timing for closing the proposed transaction; the satisfaction or non-satisfaction as applicable of one or more conditions to the closing of the proposed transaction; and delay of, or inability to receive approval of the Ontario Superior Court of Justice.

With respect to the forward-looking statements and information concerning the anticipated impact and completion of the proposed transaction and the anticipated timing for completion of the proposed transaction, the Purchaser and Hanfeng have provided such statements and information in reliance on certain assumptions that they believe are reasonable at this time, including assumptions as to the ability of the parties to receive, in a timely manner, the necessary Ontario Superior Court of Justice approval, the ability of the Purchaser to obtain all necessary financing to compete the proposed transaction, and the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the proposed transaction. Readers are cautioned that the foregoing list of important factors and assumptions is not exhaustive. Forward-looking statements are not guarantees of future performance. In light of the significant uncertainties inherent in the forward-looking information included herein, any such forward- looking information should not be regarded as representations by either the Purchaser or Hanfeng that its respective objectives or plans will be achieved. Investors are cautioned not to place undue reliance on any forward-looking information contained herein. Forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that such information may not be appropriate for other purposes. In addition, these forward-looking statements relate to the date on which they are made. Hanfeng disclaims any intention or obligation to update or revise any forward-looking statements or the foregoing list of factors, whether as a result of new information, future events or otherwise, except to the extent required by law.

About Hanfeng Evergreen Inc.

Hanfeng is a leading producer and supplier of value-added fertilizer solutions in emerging markets. It is the largest producer of slow and controlled release fertilizer in two of world's most significant agricultural markets: the People's Republic of China ("China") and the Republic of Indonesia. As the first company to introduce slow and controlled release fertilizers into China's agriculture market, Hanfeng has established itself both as a market leader and innovator. A Canadian company, Hanfeng is headquartered in Toronto, Ontario and its shares trade on the Toronto Stock Exchange under the ticker HF.



Contacts:
Hanfeng Evergreen Inc.
Loudon Owen
Chairman of the Board of Directors
(416) 368-8588
lowen@mcleanwatson.com

Spinnaker Capital Markets Inc.
Kevin O'Connor
Investor Relations
(416) 962-3300
ko@spinnakercmi.com





Source: Marketwire