Replies to post #10614 on China Unlimited

[RealDutch]

I have no idea what this is about. But the CEO apparently wasn't able to buy shares from the open market (due to inside info). So he had to buy them from other insiders in order to get to 50.1%.

[RealDutch]

The answer is in here.

https://www.sec.gov/Archives/edgar/data/1353970/000107997319000629/cxdc_13da.htm

ITEM 4. PURPOSE OF TRANSACTION

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following:

On October 2, 2019, a Facility Agreement was entered between, among others, Xinda Holding (HK) Company Limited as borrower, certain guarantors parties and Industrial and Commercial Bank of China (Macau) Limited as common facility agent (as amended and/or supplemented from time to time, the “Facility Agreement”). Under clause 1.1 (Definitions), clause 4.1 (Conditions of Utilisation) and item 3(j) of schedule 2 (Conditions Precedent) of the Facility Agreement, Mr. Han is obliged to pledge 50.1% of the issued share capital of and equity interest in the Company to the Common Offshore Security Agent before delivering a Utilisation Request. Capitalized terms used but not defined in ITEM 4 shall have the meanings assigned to such terms in the Facility Agreement, copy of which is attached hereto as Exhibit 7.01.

As of November 30, 2019, Mr. Han beneficially owned 33,510,131 shares in the Company, representing approximately 49.3% of the of the issued share capital and equity interest in the Company (based on 66,948,841 outstanding shares of Common Stock and 1,000,000 outstanding shares of Series B Preferred Stock as of November 30, 2019). In order to meet the conditions required for the delivery of the Utilisation Request, on December 11, 2019, the Company, XD. Engineering (a company wholly owned by Mr. Han) and certain employees and directors of the Company entered into a series of Stock Purchase Agreements for the purchase of an aggregate of 554,923 Common Stocks, at the purchase price of US$2.049 per Common Stock (each a “Stock Purchase Agreement”). As of December 11, 2019, Mr. Han’s beneficially ownership increased to 34,065,054 shares in the Company, representing approximately 50.1% of the issued share capital and equity interest in the Company (based on 66,948,841 outstanding shares of Common Stock and 1,000,000 outstanding Series B Preferred Stock as of November 30, 2019, as set forth in the Company's Quarterly Report on Form 10-Q for the three months ended September 30, 2019 filed with the Securities and Exchange Commission on November 14, 2019, and all calculations of beneficial ownership are made using this total.).