On February 29, 2024, Shanghai REFIRE Group Co., Ltd. (hereinafter referred to as “Reshape Energy”) submitted a prospectus on the Hong Kong Stock Exchange to be listed on the Hong Kong Main Board for an IPO.

Link to the Reshaping Energy prospectus:

https://www1.hkexnews.hk/app/sehk/2024/106272/documents/sehk24022901511_c.pdf

Main business

Reshape Energy, founded in 2015, is a leading hydrogen energy technology enterprise in China that is market-oriented and has a global perspective. It is committed to using hydrogen energy technology to create a sustainable future, focusing on the design, development, manufacture and sale of hydrogen fuel cell systems, hydrogen energy equipment and related components, and providing hydrogen fuel cell engineering development services.

According to Frost & Sullivan's data,

• According to the total output power of hydrogen fuel cell systems sold for heavy trucks in 2022, reshaping energy ranked first in China's hydrogen fuel cell system market, with a market share of 25.9%;

• According to the cumulative mileage of fuel cell vehicles sold and equipped with fuel cell systems as of September 30, 2023, remodeled energy ranked first in China's hydrogen fuel cell system market;

• Reshaping Energy is the first company in the field of hydrogen fuel cells in China to simultaneously develop and mass-produce fuel cell stacks, membrane electrodes, and bipolar plates;

• Reshaping Energy is also a pioneer in hydrogen energy technology. It is the first company in the hydrogen fuel cell industry to simultaneously lay out proton exchange membrane (PEM) and alkaline electrolyzed water (ALK) electrolyzed products;

• Reshape Energy is the first company in the hydrogen fuel cell field in China to achieve overseas commercial application of proprietary hydrogen fuel cell systems, and has obtained a number of international certifications;

• As of September 30, 2023, hydrogen fuel cell systems that reshape energy have powered more than 5,000 fuel cell vehicles in China, accumulated a safe driving range of more than 160 million kilometers, and helped reduce carbon emissions by more than 90,000 tons, setting an industry-leading record.

The product and service portfolio that reshapes energy covers the entire hydrogen energy industry chain from hydrogen production (upstream supply) to hydrogen energy applications (downstream applications in commercial vehicles, power plants, construction machinery, etc.), realized the collaborative application of hydrogen and electricity, and realized the collaborative application of hydrogen and electricity, thus forming a new “electricity-hydrogen-electricity” business model. Reshape Energy has established and maintained strong business relationships with leading domestic and foreign commercial vehicle manufacturers, auto parts manufacturers, and energy companies, including Yutong, FAW Jiefang, Hangcha, Zhengtai Group, Japan's Toyota Motor Company, Continental Germany Group, and Schaeffler Group.

Revenue from reinventing energy mainly comes from sales of hydrogen fuel cell systems and components, provision of hydrogen fuel cell engineering development services, sales of hydrogen energy equipment and related components, and others (mainly including provision of after-sales service).

Hydrogen fuel cell systems that reshape energy include the Caven series released in 2016 and the Prisma mirror series released after 2020, all equipped with self-developed fuel cell stacks; various fuel cell system components, including but not limited to fuel cell stacks, membrane electrodes, bipolar plates, hydrogen circulation systems, DC boost converters and fuel cell controllers; the company also provides hydrogen fuel cell engineering development services to meet the specific engineering needs of customers; Reshape Energy began launching products for high-purity hydrogen production in August 2023, such as pure water electrolysis with proton exchange membrane Advanced electrodes for hydrogen production systems, hydrogen production power supplies, and alkaline electrolyzers are mainly sold to hydrogen production facilities and hydrogen energy equipment manufacturers.

Shareholder structure

According to the prospectus, reshaping energy in the pre-listing shareholder structure,

Mr. Lin holds 14.55% of the shares;

Shanghai Weiqing, Shanghai Weilan, and Shanghai Weijing, the employee stock ownership plan platforms controlled by Mr. Lin held 4.49%, 1.48%, and 1.43% of the shares respectively;

Sinopec (600028.SH,00386.HK) holds 14.33% of shares through Sinopec Capital;

Chunyang Capital holds 3.69%, 1.62%, 1.23%, and 0.28% of shares through Peng Fanzhibin, Chunyang Songteng, Jinglong Baoluo, and Chunyang Hongxin respectively;

Ms. Zhang Xiuying holds 4.75% of the shares;

The National Manufacturing Fund holds 4.59% of the shares;

FAW Jiefang (000800.SZ) holds 4.43% of the shares;

Yutong Bus (600066.SH) holds 4.14% of shares through Zhengzhou Spruce;

Mr. Wan Jingzhao (Yutong's concerted actor) holds 0.17% of the shares;

Zhishin Phase II, holding 2.70% of the shares;

Trust New Economy and holds 0.90% of the shares;

Qianshi Herun holds 2.56% and 0.37% of the shares through Qianshi Shengxin and Qianshi Fenghe respectively;

Ms. Ma Jingnan holds 2.17% of the shares;

Zhangjiagang Bohua holds 2.11% of the shares;

Yutong Bus holds 1.84% of the shares;

Nakatsu Innovation holds 1.84% of the shares;

Huiyang Capital holds 1.76% and 1.41% of shares respectively through Huiqing Jingnuo and Lu Ping Jingneng;

Junlian Channel, through Junlian Industrial and Junlian Bingde, holds 1.50% and 0.90% of the shares respectively;

Sequoia Hanchen holds 1.38% of the shares;

Junze No. 3 holds 1.38% of the shares;

Mizuki Hydrogen Source holds 1.23% of the shares;

The whole village started a business, holding 1.22% and 1.21% of the shares respectively through Qianshi Guoxin and Qianshi Zhengxin;

Jiayuan Technology holds 1.07% of the shares;

Mirror capital, holding 0.96% of the shares;

Sanxing Zhiqi holds 0.90% of the shares;

De Zaihou Qicheng holds 0.71% of the shares;

Toyota Tsusho holds 0.71% of the shares;

Weiming Venture Capital holds 0.61% of the shares;

Hubei Kaihui Energy holds 0.61% of the shares;

Hainan Yongheng holds 0.50% of the shares;

Harmonious Jinhong, holding 0.46% of the shares;

Huajian Chengding holds 0.46% of the shares;

Wenzhou Zhemin, holding 0.46% of the shares;

Jiaxing Hydrogen Energy holds 0.46% of the shares;

Shanghai Shengyuehong, holding 0.46% of the shares;

Cyphus equity investment, holding 0.39% of the shares;

Ningbo Jiazhan, holding 0.35% of the shares;

Ningbo Yuanguan holds 0.34% of the shares;

Kaiding Hongtai holds 0.31% of the shares;

Mr. Shen Xianglong holds 0.31% of the shares;

Suzhou Zhongheng holds 0.28% of the shares;

Mr. Cao Hongwei holds 0.28% of the shares;

Xiaofu Ju Cheng holds 0.24% of the shares;

Ms. Feng Yan holds 0.20% of the shares;

Dongfang Electric holds 0.19% of the shares;

Lianming Machinery holds 0.18% of shares;

Ningbo Xucheng holds 0.18% of the shares;

Wuxi Binni holds 0.18% of the shares;

Tianjin Chongmin holds 0.12% of the shares;

Takayashi Hirorun holds 0.09% of the shares;

Pang Heng, Zhuhai, holds 0.09% of the shares;

Hangzhou Industrial Co., Ltd., holding 0.09% of shares;

Hangzhou enterprise, holding 0.09% of the shares;

Hongze Holdings holds 0.05% of the shares;

Directors and Executives

The board of directors of Reshape Energy consists of 9 directors, including 5 executive directors (Mr. Lin Qi, Dr. Hu Zhe, Ms. Ma Jingnan (formerly known as Ma Jinglan), Dr. Zhai Shuang, and Mr. Zhao Yongsheng), 1 non-executive director (Mr. Liu Huiyou), and 3 independent non-executive directors (Mr. Li Wei, Dr. Qian Meifen, and Mr. Chen Fei).

There are 5 members of the Supervisory Board (Mr. Wu Yang, Mr. Zhou Wei, Mr. Ji Yizhi, Mr. Wang Chuqi (formerly known as Wang Qi), and Mr. Sun Bei).

In addition to executive directors, executives include Vice President and Board Secretary Mr. Zheng Zhong, Vice President Mr. Xie Hongyu, Vice President, Mr. Yang Jinfu, Vice President, Dr. Christopher John GUZY, Chief Technology Officer, and Mr. Shao Liangming.

Company performance

According to the prospectus, in the past nine months of 2021, 2022 and 2023, the operating income of Reshape Energy was RMB 524 million, RMB 605 million and RMB 219 million, respectively, with corresponding net losses of RMB 654 million, $546 million and RMB 460 million respectively.

Intermediary team

The intermediary team for Reshaping Energy's IPO mainly includes CICC as its sole sponsor; BNP Paribas as its financial advisor; Ernst & Young as its auditor; Tianyuan and Mimax are its Chinese lawyers and Hong Kong and US lawyers respectively; Commerce and Beck McKenshi are the Chinese lawyers for the brokerage firm, Hong Kong and US lawyers respectively; and Frost Sullivan as its industry advisor.