China Shuifa Singyes Energy Holdings Announces Major Acquisition of Guizhou Xingye Green Energy Technology Co., Ltd.

Key Points for Investors

• China Shuifa Singyes Energy Holdings Limited (SSE: 750) has announced a major transaction involving the acquisition of 100% equity interest in Guizhou Xingye Green Energy Technology Co., Ltd.
• The transaction is classified as a “major transaction” under the Hong Kong Listing Rules, requiring shareholder approval.
• Two independent valuations of the target company were conducted, showing a significant increase in appraised value within a short period:
  • First Valuation (as at 30 September 2024): RMB 246 million
  • Second Valuation (as at 31 October 2025): RMB 380 million
• The acquisition supports the Group’s strategy to deepen its presence in clean energy and overseas markets.
• No general meeting will be held as written approval has been obtained from shareholders holding more than 50% of voting rights.
• There are no material adverse changes in the Group’s financial or trading position since 31 December 2025.
• The acquisition and the associated financial reports, including profit forecasts, have been independently reviewed and confirmed by Rongcheng (Hong Kong) CPA Limited.

Detailed Analysis

Transaction Overview

China Shuifa Singyes Energy Holdings Limited has entered into an Equity Transfer Agreement for the acquisition of 100% equity interest in Guizhou Xingye Green Energy Technology Co., Ltd. (the “Target Company”). The transaction is considered a “major transaction” under Chapter 14 of the Hong Kong Listing Rules, as certain applicable percentage ratios exceed 25% but are below 100%.

The acquisition will not require a general meeting, as no shareholder is required to abstain from voting and written approval has been obtained from a shareholder or group of shareholders holding more than 50% of voting rights.

Valuation and Profit Forecast

The Board commissioned two independent valuation reports by China United Assets Appraisal Group Shandong Co., Ltd., which employed the discounted cash flow (DCF) method under the income approach:

• First Valuation (as at 30 September 2024): RMB 246,025,300
• Second Valuation (as at 31 October 2025): RMB 380,000,000

The substantial increase in appraised value is attributed to improved financial performance, asset quality, and operational outlook of the Target Company. These valuations are classified as profit forecasts under Rule 14.61 of the Listing Rules, and have been verified for proper compilation by the Company’s auditor, Rongcheng (Hong Kong) CPA Limited.

The DCF method assumptions include no material changes in national law, macroeconomic conditions, or the policy environment, and that the Target Company will continue as a going concern with stable management and consistent accounting policies. The market risk premium, risk-free rates, and other discount rate components were derived using comprehensive market data.

Strategic Rationale

The acquisition aligns with China Shuifa Singyes Energy Holdings’ strategic priorities by:

• Deepening presence in overseas and clean energy markets.
• Expanding its portfolio in photovoltaic power generation and green energy technology.
• Enhancing asset quality and operational efficiency through digital transformation and new investment models.
• Optimizing capital structure with diversified funding sources, including green bonds and potential REITs.
• Focusing on high-turnover, high-certainty investment projects to mitigate risks and improve cash flow.

Financial and Operational Impact

The Group’s financial position will be enhanced by the acquisition, as the Target Company is expected to contribute positively to net assets and earnings. The unaudited pro forma financial information and accountant’s report on Guizhou Xingye Green Energy Technology Co., Ltd. indicate sound financial health and profitability.

There are no material adverse changes in the Group’s financial or trading position since the latest audited financial statements, and the Group is not facing any significant pending litigation. The integration of the Target Company is projected to accelerate growth and improve the Group’s overall valuation.

Oversight, Transparency, and Compliance

• The acquisition process, including the valuations and profit forecasts, has been subject to rigorous due diligence and independent auditor review.
• All documentation, including the Equity Transfer Agreement, financial and valuation reports, and auditor letters, will be made available for public inspection for 14 days on the HKEX and Company websites.
• The Company will remain vigilant regarding timely circular publication and compliance with all disclosure requirements.
• There are no undisclosed material interests by directors or experts involved in the transaction.

Shareholder Considerations and Potential Price-Sensitive Information

• Significant increase in the valuation of the Target Company from RMB 246 million to RMB 380 million within one year could signal robust growth potential and may positively affect future earnings and share value.
• The acquisition strengthens the Group’s position in the clean energy sector, which is strategically important and may attract investor attention given global trends toward renewable energy.
• The Board and independent directors have unanimously concluded that the transaction terms are fair, reasonable, and in the best interest of shareholders.
• No material adverse changes or pending significant litigation risks have been identified, supporting investor confidence in the stability of the Group’s operations post-acquisition.
• The use of discounted cash flow as the primary valuation method adds credibility and transparency to the reported fair value, supporting investor trust in management’s strategic decisions.

Conclusion

The acquisition of Guizhou Xingye Green Energy Technology Co., Ltd. marks a significant milestone for China Shuifa Singyes Energy Holdings Limited, reflecting a proactive approach to value creation in the clean energy sector. The sharp increase in appraised value of the Target Company, thorough independent oversight, and focus on high-growth business areas may have a positive impact on the Group’s future financial performance and share price.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence and consult professional advisors before making investment decisions. The author and publisher accept no liability for any losses arising from the use of this information.

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