On November 29, Liaoning Energy issued a notice to terminate the major asset restructuring that the company had planned for more than a year. On November 20,
2022, Liaoning Energy announced that it intends to acquire 100% shares of Liaoning Clean Energy Group Co., Ltd. (Hereinafter referred to as Qingneng Group) held by eight investors, including Liaoneng Investment, Ganghua Investment, Haitong New Energy, Huaxia Rongsheng, Inner Mongolia Jiansheng, Shenyang Hanzhi, Jilin Zhongyuan and Dalian Zhongran. At the same time, it intends to raise matching funds from no more than 35 (including) qualified specific investors by means of inquiry through non-public issuance of shares.
According to the subsequent restructuring report, the total price of Qingneng Group valued by the asset-based approach is about 1.817 billion yuan. Before the restructuring, the shareholders of Qingneng Group are as follows:
In the draft, Liaoning Energy also intends to raise no more than 1 billion yuan by issuing shares to 35 specific targets. It is used for Liaoneng Kangping 300MW Wind Power Project, Liaoneng Nanpiao 200MW Wind Power Project and repayment of the Group's debts.
Subsequently, in September this year, after many consultations, the final price of Qingneng Group's acquisition was adjusted from 1.81 billion yuan to 1.79 billion yuan. At the same time, the 8 asset sellers promised that the net profit deducted from the 2023-2025 annual performance of Qingneng Group would not be less than 85.7139 million yuan, 134.2884 million yuan and 138.8176 million yuan, respectively.
Before the transaction, the main business of Liaoning Energy was coal mining, washing, processing and sales, production and supply of electricity and heat. The company has seven coal mines under its jurisdiction, with the approved production capacity of coal products reaching 11.6 million tons per year. The coal of each mine is mainly metallurgical coal, which is mainly sold to large iron and steel enterprises. Qingneng Group, which is favored by Liaoning Energy, is a comprehensive clean energy company founded in 2019. Its main business includes wind power business, solar power business, refined oil business and natural gas business.
As of September 30, 2022, Qingneng Group owned and operated 5 wind farms and 2 solar farms in Liaoning Province, with controlled installed capacity of 247.5 MW and 19.4 MW, respectively.
In the announcement on November 29, Liaoning Energy said that since the start of the reorganization, the company and relevant parties have actively promoted various work. Due to the long duration of the transaction and certain fluctuations and changes in the macro environment and industry environment, taking into account the current external market environment and the operation of the target company, the company decided to terminate the reorganization and apply for withdrawal of the relevant application documents for the reorganization. On the afternoon
of December 1, the company will hold an investor briefing on the termination of major asset restructuring.
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