China Resources Power (00836.HK) Proposes Spin-off and A-share Listing of CR New Energy, Up to 24.23 Billion Shares on Offer
Newtimespace (newtimespace.com) reports that China Resources Power Holdings Company Limited (0836.HK) announced that the spin-off company, China Resources New Energy Holdings Limited, has published the full text of the IPO prospectus and related appendices on the Shenzhen Stock Exchange website in connection with the proposed spin-off and A-share listing on the Main Board of Shenzhen Stock Exchange. An aggregate of 2,107,255,000 shares (before exercise of the over-allotment option) or 2,423,343,000 shares (after full exercise of the over-allotment option) of new shares of the spin-off company will be offered for subscription by investors in the proposed spin-off and A-share listing.
The total proceeds to be raised, after deducting expenses and commissions, are expected to be applied by the spin-off company principally to the following projects: (1) new energy base projects; (2) multi-energy complementary integration projects; (3) green ecological development and comprehensive utilization projects; and (4) integrated development new energy projects.
The Company is a limited company incorporated in Hong Kong, whose shares have been listed on the Stock Exchange since November 12, 2003. The Company is principally engaged in the investment, development, operation and management of coal-fired power plants, wind farms and photovoltaic power stations in China. As of the date of this announcement, the Company is controlled by China Resources Group with 61.73% equity interest and owned by public shareholders with 38.27% equity interest. The ultimate beneficial owner of the Company is China Resources, which is beneficially owned by the State-owned Assets Supervision and Administration Commission of the State Council.
The spin-off company was incorporated in Hong Kong as a limited company on August 26, 2010. The spin-off company is principally engaged in the investment, development, operation and management of wind and photovoltaic power stations in China, with electricity as its main product, covering 31 provinces across China. Upon completion of the proposed spin-off and A-share listing, the spin-off company will remain a subsidiary of the Company, and its results will continue to be consolidated into the Company's financial statements, while the Company will maintain its listing status on the Stock Exchange.
Upon completion of the proposed spin-off and A-share listing, the Company's control over the spin-off company will be reduced from 100% to 83.80% (before exercise of the over-allotment option) or 81.81% (after full exercise of the over-allotment option). Accordingly, the offer constitutes a deemed disposal by the Company of its interest in the spin-off company. As one of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules is higher than 25% but lower than 75%, the offer constitutes a major transaction of the Company under Chapter 14 of the Listing Rules. The Company has complied with the applicable requirements for reporting, announcement and shareholders' approval under Chapter 14 and Rule 3(e)(1) of Practice Note 15 to the Listing Rules.
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