March 23, 2010 (FinancialWire) — China TransInfo Technology Corp., (NASDAQ: CTFO), a provider of public transportation information systems technology and services in the People's Republic of China said that, along with its variable interest entity, China TransInfo Technology Group Co., Ltd., the company has entered into certain equity transfer agreements with several individual shareholders of Beijing UNISITS Technology Co. Ltd. under which China TransInfo acquired 30.85% equity interest in UNISITS.

Under the equity transfer agreements, the China TransInfo group purchased around 16.23 million shares of UNISITS in exchange for RMB 4.41 million (approximately $0.65 million) in cash, 40% of which is payable within seven days after the effective date of the agreements, and around 1.16 million shares of the company's common stock, which are issuable within 30 days of the effective date of the agreements.

The agreements contain "make good" provisions, under which the transferors agree to deposit a total of 697,162 shares of the company's common stock with an escrow agent designated by the company that they will receive as partial consideration for the acquisition.

Specifically, if UNISITS' 2010 after-tax net income under Chinese GAAP is less than RMB 37.50 million (around $5.50 million) or its 2011 after-tax net income under Chinese GAAP is less than RMB 46.88 million (around $6.86 million), then 50% of the shares of the company's common stock deposited by the transferors in escrow will be returned to the company for cancellation for each applicable year.

In addition, for each applicable year as described above, the company will not be required to pay the remainder of the cash consideration, which represents RMB 1.323 million (around $0.19 million), or 30% of the total Cash Consideration, per year if UNISITS fails to meet the respective performance targets.

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