Berry Genomics' Backdoor Listing via Tianxing Instrument Approved Unconditionally by CSRC

On April 26, Chengdu Tianxing Instrument Co., Ltd. issued an announcement stating that its issuance of shares to purchase assets and major asset sale involving related-party transactions had been unconditionally approved by the Mergers and Acquisitions Restructuring Committee of the China Securities Regulatory Commission (CSRC) at its working meeting.

Simply put: The CSRC has unconditionally approved Berry Genomics’ “backdoor listing” via Tianxing Instruments!

On April 16, Tianxing Instrument just announced the latest developments in its restructuring transaction. Due to the large number of limited partnerships that needed to be traced back to legal persons, natural persons, or state-owned asset management institutions, Berry Genomics transferred its equity and withdrew from the transaction. The company accordingly adjusted its restructuring plan.

Dingfeng Mingde Zhizhi and Dingfeng Mingde Zhengxin have signed the Share Transfer Agreement. Specifically, Dingfeng Mingde Zhizhi transferred its 1.0066 million shares in Berry Genomics to Junlian Maolin for a consideration of approximately RMB 38.24 million. Of the shares held by Dingfeng Mingde Zhengxin, approximately 210,000 shares were transferred to Suzhou Qiming Chuangzhi for approximately RMB 7.5 million, and approximately 290,000 shares were transferred to Dingfeng Haichuan for approximately RMB 10.35 million.

Apart from certain changes to the transaction counterparties, the revised plan does not differ materially from the original one. The Company will still acquire 100% of the equity interest in Berry Genomics, a well-known gene sequencing company, by issuing shares at a valuation of RMB 4.3 billion.

Subsequently, on April 20, Tianxing Instrument issued an announcement on the temporary suspension of its stock trading:

Announcement on the Temporary Trading Suspension of Shares of Chengdu Tianxing Instrument Co., Ltd.: As Chengdu Tianxing Instrument Co., Ltd. anticipates the occurrence of a material event, in accordance with the relevant provisions of the Shenzhen Stock Exchange Listing Rules, and upon the Company’s application, trading in its shares (Stock Abbreviation: *ST Tianyi; Stock Code: 000710) has been suspended from the market opening on April 20, 2017, and will resume after the Company publishes the relevant announcement.

This appears to signal that the “back-door listing” is about to see substantial progress.

In addition, according to the announcement by Tianxing Instrument, *ST Tianyi (000710) is expected to resume trading on April 27, 2017. Although the company has not yet received the official approval document from the China Securities Regulatory Commission, this matter is considered settled.