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阳光电源估值190亿子公司将“入主” 泰禾智能董事会集体辞职迎改组|速读公告

Sungrow Power Supply with a valuation of 19 billion, the subsidiary will 'take over' Hefei Taihe Intelligent Technology Group, the board of directors collectively resigns to welcome restructuring.|Speedy Reading Announcement

cls.cn ·  Dec 3, 2024 01:49

① The board of directors of hefei taihe intelligent technology group consists of 7 directors, and the new board will be recommended by sungrow power supply, including 3 non-independent directors and 3 independent directors; ② sungrow power supply is valued at over 19 billion yuan, and after the acquisition plan was announced, hefei taihe intelligent technology group emerged from a series of nine consecutive trading limits, with a maximum increase of 135.77% during that period.

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According to Caixin News on December 2 (Reporter Liu Mengran), after sungrow power supply completed the transfer of 10.24% of shares in hefei taihe intelligent technology group (603656.SH), the latter's board of directors quickly underwent a reorganization.

This evening, hefei taihe intelligent technology group announced that it recently received resignation reports from several directors, including Chairman Xu Dahong and Director Shi Jiangtao. Except for Chairman Xu Dahong, who will remain a director, the resignation reports of the other directors will take effect after the election of new independent directors at the shareholders’ meeting, and they will not hold any positions in the company thereafter. The reorganization of the supervisory board will take place simultaneously.

At this point, there is only one step left before sungrow power supply officially "takes control" of hefei taihe intelligent technology group. The board of directors of hefei taihe intelligent technology group consists of 7 directors. According to the previously agreed terms, the new board of directors of hefei taihe intelligent technology group will be recommended by sungrow power supply, including 3 non-independent directors and 3 independent directors, with Xu Dahong recommending one non-independent director.

After all parties complete the reorganization of the company’s board of directors in accordance with the Share Transfer Agreement, sungrow power supply will become the controlling shareholder of hefei taihe intelligent technology group, and the actual controller of sungrow power supply, Cao Renxian, will become the actual controller of hefei taihe intelligent technology group.

Sungrow power supply is a holding subsidiary of sungrow power supply (300274.SZ). On November 26 of this year, sungrow power supply announced that it received the Securities Transfer Registration Confirmation issued by China Securities Depository and Clearing Corporation Limited, confirming that 18.7732 million shares of the symbol have been registered under sungrow power supply’s name. In addition to the previously signed agreements on voting rights waiver and delegation, sungrow power supply holds 10.24% of hefei taihe intelligent technology group's shares with a voting power ratio of 13.36%.

Sungrow power supply is a leading entity in photovoltaic power inverters and energy storage. It ranks first in the global photovoltaic inverter shipment ranking released by S&P Global in 2023, and it also ranks first in the global energy storage system shipment ranking released by CNESA in 2023.

Sungrow New Energy is a subsidiary under Sungrow Power Supply that is engaged in the development of new energy power plants. By the end of 2023, it had cumulatively developed and constructed over 40 million kilowatts of photovoltaic and wind power plants globally. In the first half of this year, the company achieved revenue of 9.87 billion yuan and a net income of 0.64 billion yuan.

Power plant development is a typical heavy asset industry. In December last year, Sungrow Power Supply announced its plan to spin off Sungrow New Energy for listing on the domestic securities exchange, aiming to broaden its subsidiary's financing channels, accelerate its development, improve operational and financial performance, and further optimize the company's layout in the field of new energy power plant development.

Shortly after, Sungrow New Energy began multiple rounds of financing. Based on the capital increase from ICBC Jin Investment and Jianxin Investment in March this year, Sungrow New Energy's pre-investment valuation has reached 19.347 billion yuan.

However, against the backdrop of a tightening financing environment in the A-share market, the plan for Sungrow Power Supply's "A spin-off" encountered changes. On October 18 of this year, Sungrow Power Supply announced that its controlling subsidiary, Sungrow New Energy, plans to acquire control of Hefei Taihe Intelligent Technology Group at 24 yuan per share. According to data from Choice, the closing price of Hefei Taihe on that day was 11.91 yuan per share, corresponding to a market cap of 2.184 billion yuan.

In response, Sungrow Power Supply stated that it never indicated a desire to buy the shell for Sungrow New Energy to go public, and that the listing plan for Sungrow New Energy is still progressing normally.

However, Sungrow New Energy's shareholding in Hefei Taihe will further increase. According to the disclosed acquisition plan, in addition to the initial acquisition of 10.24% of the shares, Xu Dahong will also transfer 5.79% and 4.34% of the shares held by him to Sungrow New Energy in January 2025 and January 2026, respectively. According to the plan, all acquisition arrangements are to be completed by the end of 2026.

With an estimated value exceeding 19 billion, the acquisition of a listed company with a market cap of 2.1 billion by a 'behemoth' led to Hefei Taihe experiencing nine consecutive trading days of gains, reaching a maximum increase of 135.77% during this period. In its announcement regarding abnormal stock fluctuations, Hefei Taihe stated that after verifying with Sungrow New Energy, it confirmed that there are no plans to change the company's main business in a way that would fundamentally alter the core business within the next 12 months. As of the close on December 2, Hefei Taihe's total market cap was 3.541 billion yuan.

Hefei Taihe's main business is intelligent manufacturing equipment, which does not have a direct correlation with photovoltaic energy storage. According to the financial report, the company is a provider of integrated intelligent equipment and services based on AI visual recognition, with main products including intelligent detection sorting equipment, intelligent packaging equipment, and siasun robots&automation. In the first three quarters of this year, the company achieved revenue of 0.403 billion yuan, an increase of 11.91% year-on-year, with net income attributable to the shareholders of the listed company of 19.6736 million yuan, a year-on-year decrease of 15.89%.

The translation is provided by third-party software.


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