Zhitong Financial App News, China Hengyuan Group (08128) issued a notice that on October 27th, the company entered into an agreement with the seller (GBT Green Energy Holding Group Limited) and the seller's guarantor, in which the seller conditionally agreed to sell 80% of the total issued share capital of the target company (Hydrogen Energy Technology Limited) for a maximum total consideration of HK $70.2 million.
Under the adjustment mechanism, the total consideration payable on the shares for sale shall not exceed HK $70.2 million and the company shall pay to the seller in two instalments as follows:
(1) of this amount, HK $10.368 million (first stage consideration, accounting for about 14.77% of the consideration) shall be paid by the company at the issue price of HK $0.08 per share (i.e. 129.6 million new shares) within 10 business days after the completion date.
(2) the maximum amount is HK $59.832 million (the consideration in the second stage, accounting for approximately 85.23% of the consideration). Through the allotment and issue of consideration shares by the Company at the issue price of HK $0.08 per share within 7 business days after the auditor completes the audited financial statements of China hydrogen Xineng, which will be adjusted in accordance with the adjustment mechanism.
As of the date of this announcement, the target company is in the process of restructuring. The main steps of the restructuring will include the establishment of a wholly foreign-owned enterprise and the acquisition of all shares of Sinohydro Xineng after the establishment of the wholly foreign-owned enterprise. After the completion of the reorganization, the target company will become the holding company of the target group.
It is reported that Sinohydro Xinneng is a limited company established in China, which focuses on the hydrogen fuel cell powertrain system in the automotive industry. it has independent core technology and intellectual property rights in the design, simulation, control, integration and manufacturing of the system. Taking advantage of its technical advantages and market resources in the fields of renewable energy, hydrogen energy and fuel cells, China hydrogen Xineng is committed to developing into a complete and efficient hydrogen fuel cell solution provider in the automotive industry. Sinohydro can provide hydrogen fuel cell powertrain solutions with high reliability and high cost performance in line with national standards and application requirements. At present, China hydrogen Xinneng's know-how and intellectual property rights have core advantages in the following aspects: integrated and reliable hydrogen fuel cell powertrain system; intelligent control system of hydrogen fuel cell powertrain system; low temperature unassisted fast vibration technology; customized development of multi-scene cost-effective hydrogen fuel cell powertrain systems.
Sinohydro did not begin to generate revenue until October 2023. No income was generated between January and August 2023. According to CNH Xinneng, it made a loss of about RMB 1.921 million before and after tax for the eight months ended August 31, 2023.