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环能国际(01102) - 联合公佈延迟寄发有关由贝塔国际证券有限公司代表要约方提出强制性有条件现金...
2025-02-27 11:01
Enviro Energy International Holdings Limited 環能國際控股有限公司 ( 香港交易及結算所有限公司及香港聯合交易所有限公司對本聯合公佈之內容概不 負責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本聯合公佈 全部或任何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本聯合公佈僅供參考,並不構成收購、購買或認購環能國際控股有限公司證券之 邀請或要約或構成其中一部分或於任何司法權區招攬任何表決權或批准、亦不得 在與適用法律或法規相抵觸之情況下於任何司法權區出售、發行或轉讓環能國際 控股有限公司之證券。倘此舉會違反相關司法權區之有關法例,本聯合公佈不會 於該司法權區內發佈、公佈或分發。 本公司之財務顧問 要約方之財務顧問 要約代理 獨立董事委員會之獨立財務顧問 於開曼群島註冊成立之有限公司 ) (股份代號:1102) 聯合公佈 延遲寄發有關 由貝塔國際證券有限公司 代表要約方 提出強制性有條件現金要約 以收購環能國際控股有限公司全部已發行股份(要約方及╱或 其一致行動人士已擁有及╱或同意將予收購者除外) 之綜合要約及回應文件 ) 茲提述Amethys ...
环能国际(01102) - 联合公佈完成收购环能国际控股有限公司之销售股份
2025-02-07 10:21
香港交易及結算所有限公司及香港聯合交易所有限公司對本聯合公佈之內容概不 負責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本聯合公佈 全部或任何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本聯合公佈僅供參考,並不構成收購、購買或認購環能國際控股有限公司證券之 邀請或要約或構成其中一部分或於任何司法權區招攬任何表決權或批准、亦不得 在與適用法律或法規相抵觸之情況下於任何司法權區出售、發行或轉讓環能國際 控股有限公司之證券。倘此舉會違反相關司法權區之有關法例,本聯合公佈不會 於該司法權區內發佈、公佈或分發。 Enviro Energy International Holdings Limited Amethyst Asia Limited 於英屬處女群島註冊成立之有限公司 ) 環能國際控股有限公司 於開曼群島註冊成立之有限公司 ) (股份代號:1102) 聯合公佈 完成收購環能國際控股有限公司之銷售股份 本公司之財務顧問 要約方之財務顧問 要約代理 獨立董事委員會之獨立財務顧問 – 1 – ( ( 茲提述由Amethyst Asia Limited(「要約方」)及環能國際控股有限公司( ...
环能国际(01102) - 联合公佈(1)收购环能国际控股有限公司之销售股份;(2)贝塔国际证券有限...
2025-02-06 14:40
香港交易及結算所有限公司及香港聯合交易所有限公司對本聯合公佈之內容概不 負責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本聯合公佈 全部或任何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本聯合公佈僅供參考,並不構成收購、購買或認購環能國際控股有限公司證券之 邀請或要約或構成其中一部分或於任何司法權區招攬任何表決權或批准、亦不得 在與適用法律或法規相抵觸之情況下於任何司法權區出售、發行或轉讓環能國際 控股有限公司之證券。倘此舉會違反相關司法權區之有關法例,本聯合公佈不會 於該司法權區內發佈、公佈或分發。 要約方之財務顧問 要約代理 Enviro Energy International Holdings Limited Amethyst Asia Limited 於英屬處女群島註冊成立之有限公司 環能國際控股有限公司 ( 於開曼群島註冊成立之有限公司 ) (股份代號:1102) 聯合公佈 (1)收購環能國際控股有限公司之銷售股份; (2)貝塔國際證券有限公司代表AMETHYST ASIA LIMITED 就環能國際控股有限公司全部股份(AMETHYST ASIA LIMITED及╱ ...
环能国际(01102) - 暂停买卖
2025-01-22 00:40
環能國際控股有限公司 (於開曼群島註冊成立之有限公司) (股份代號:1102) 暫停買賣 應環能國際控股有限公司(「本公司」)要求,本公司股份將自二零二五年一月二十 二日上午九時正起暫停於香港聯合交易所有限公司(「聯交所」)主板買賣,以待刊 發有關根據香港公司收購及合併守則發佈及有關本公司內幕消息之公告。 承董事會命 香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 之 內 容 概 不 負 責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部或 任何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 Enviro Energy International Holdings Limited 環 能 國 際 控 股 有 限 公 司 主席兼執行董事 李剛 香港,二零二五年一月二十二日 於本公告日期,董事會成員包括三名執行董事:李剛先生( 主席 )、潘立輝先生及 曹 中 舒 先 生 ; 兩 名 非 執 行 董 事 : 姜 森 林 先 生 及 吳 文 玲 女 士 ; 及 三 名 獨 立 非 執 行 董事:鍾劍先生、潘永業先生及劉秦先 ...
环能国际(01102) - 董事名单与其角色及职能
2024-12-18 10:45
Enviro Energy International Holdings Limited 環 能 國 際 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) (股份代號:1102) 董事會設立三個委員會。下表提供各董事會成員在這些委員會中所擔任的職位。 | | 委員會 | 審核 | 提名 | 薪酬 | | --- | --- | --- | --- | --- | | 董事 | | 委員會 | 委員會 | 委員會 | | 李剛先生 | | | | | | 潘立輝先生 | | | | M | | 曹中舒先生 | | | M | | | 姜森林先生 | | | | | | 吳文玲女士 | | | | | | 鍾劍先生 | | M | M | C | | 潘永業先生 | | M | C | M | | 劉秦先生 | | C | | | 附註: 執行董事 李剛先生 ( 主席 ) 潘立輝先生 曹中舒先生 非執行董事 姜森林先生 吳文玲女士 獨立非執行董事 鍾劍先生 潘永業先生 劉秦先生 董事名單與其角色及職能 環能國際控股有限公司董事會(「董事會」)成員之最新資料載列如下。 C – 有關委員會的主席 M – 有關 ...
环能国际(01102) - 委任非执行董事
2024-12-18 10:43
香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 之 內 容 概 不 負 責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部或 任何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 委任非執行董事 環 能 國 際 控 股 有 限 公 司(「 本 公 司 」, 連 同 其 附 屬 公 司 統 稱「 本 集 團 」)之 董 事(「 董 事」)會(「董事會」)謹此宣布,吳文玲女士(「吳女士」)已獲委任為非執行董事,自 二零二四年十二月十八日起生效(「委任」)。 吳女士的履歷詳情載列如下: 吳女士,30歲,擁有墨爾本大學理學學士學位。吳女士現任浙江中南建設集團有 限公司之採購總監,負責制定和執行集團的採購戰略,管理關鍵供應商關係,並 監督集團的採購活動,確保成本效益和供應鏈的穩定性,她的工作直接影響了集 團的成本控制和市場競爭力。作為董事會成員,吳女士將利用她在採購和供應鏈 管理方面的專業知識,為本集團的財務健康和運營效率提供戰略指導。她還將積 極參與本集團的風險管理和合規事務,確保本集團的採購活動符合最高的道德和 法律標準。 ...
环能国际(01102) - 更改香港股份过户登记分处
2024-11-29 10:29
香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 的 內 容 概 不 負 責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部或 任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 (於開曼群島註冊成立之有限公司) (股份代號:1102) 更改香港股份過戶登記分處 環能國際控股有限公司(「本公司」)董事(「董事」)會(「董事會」)宣佈自二零二五年 一月一日起,本公司之香港股份過戶登記分處將更改為: 卓佳證券登記有限公司 香港夏慤道16號 遠東金融中心17樓 電話: (852) 2980 1333 傳真: (852) 2810 8185 Enviro Energy International Holdings Limited 環 能 國 際 控 股 有 限 公 司 環能國際控股有限公司 主席兼執行董事 李剛 香港,二零二四年十一月二十九日 於本公告日期,董事會成員包括三名執行董事:李剛先生( 主席 )、潘立輝先生及 曹 中 舒 先 生 ; 一 名 非 執 行 董 事 ︰ 姜 森 林 先 生 ; 及 三 名 獨 立 非 執 ...
环能国际(01102) - 2024 - 中期财报
2024-09-23 08:44
Financial Performance - For the six months ended June 30, 2024, the sales of materials generated revenue of approximately HK$227.3 million, a decrease of 6.9% compared to HK$242.3 million in the previous period[9]. - The Group recorded a revenue of approximately HK$227.4 million for the Period, representing a decrease of 6.2% compared to HK$242.4 million in the Previous Period[22]. - The gross profit for the Period decreased by HK$4.8 million to approximately HK$15.5 million, with the overall gross profit margin declining from 8.4% to 6.8%[25]. - The loss for the Period amounted to HK$87.9 million, a significant decline from a profit of HK$3.4 million in the Previous Period[34]. - The profit from operations decreased to HK$4.0 million, compared to HK$13.2 million in the previous year[67]. - The total comprehensive loss for the period amounted to HK$88,249,000, a decrease from a total comprehensive income of HK$3,120,000 in the prior year[69]. - The basic and diluted loss per share was HK$13.58, compared to HK$0.46 in the prior year[67]. Revenue and Sales Channels - The establishment of Hangzhou Junheng in October 2022 has allowed the Group to expand its sales channels and enhance its customer base in the construction industry in the PRC[13]. - The establishment of Hangzhou Junheng in October 2022 has led to substantial improvements in revenue generated from the supply of building materials[21]. - The Group is optimistic about the long-term prospects of its sales of materials business, focusing on consistent and sustainable growth[14]. Financial Position and Liabilities - As of June 30, 2024, the Group's total deficit attributable to the owners was approximately HK$46.7 million, a decrease from HK$79.7 million as of December 31, 2023, primarily due to debt capitalization during the period[38]. - The Group's current assets and current liabilities as of June 30, 2024, were approximately HK$247.7 million and HK$352.5 million, respectively, compared to HK$210.5 million and HK$364.5 million as of December 31, 2023[38]. - The Group's gearing ratio improved to 117.2% as of June 30, 2024, from 141.6% as of December 31, 2023[37]. - The Group's bank and cash balances were approximately HK$19.9 million as of June 30, 2024, down from HK$28.0 million as of December 31, 2023[41]. - The current ratio of the Group was 0.7 as of June 30, 2024, compared to 0.6 as of December 31, 2023[41]. - The Group's total liabilities as of June 30, 2024, were HK$361,582,000, compared to HK$368,488,000 as of December 31, 2023, showing a reduction of approximately 1.5%[105]. Financing and Debt Management - The Group's finance costs increased from HK$5.0 million in the Previous Period to HK$7.5 million due to a rise in average interest rates on borrowings[31]. - The company faced challenges in seeking debt or equity financing due to cautious investment sentiment and high prevailing interest rates in the debt market[52]. - The company entered into a settlement agreement on January 25, 2024, to capitalize approximately HK$44.9 million of debt owed to creditors, issuing 896,993,536 capitalization shares at an issue price of HK$0.05 per share[51][54]. - The company entered into loan facilities agreements with Mr. Pan and Mr. Zhou for HK$1.2 million and HK$0.4 million, respectively, which are unsecured, interest-free, and repayable in April 2026[168]. - The company aims to manage its liabilities effectively through share issuance and loan agreements with favorable terms[173]. Investment Properties and Fair Value - The Group recorded a fair value loss on investment properties amounting to HK$4.6 million for the Period, compared to no loss in the Previous Period[30]. - The Group's investment properties were valued at approximately HK$87.3 million as of June 30, 2024, down from HK$94.1 million as of December 31, 2023[41]. - The fair value of investment properties in the PRC decreased to HK$87,347,000 as of June 30, 2024, down from HK$94,118,000 as of December 31, 2023, reflecting a decline of approximately 7.8%[181]. Employee and Administrative Costs - The total staff costs for the period amounted to approximately HK$3.1 million, an increase from HK$2.9 million in the previous period[47]. - Administrative and operating expenses remained stable, increasing slightly from HK$7.1 million in the Previous Period to HK$7.2 million for the Period[28]. Share Capital and Equity - Share capital increased significantly to HK$71,969,000 as of June 30, 2024, from HK$27,120,000 at the beginning of the year, reflecting capital raising efforts[74]. - The total number of issued shares of the company as of June 30, 2024, is 1,439,385,743, with no treasury shares held[198]. - The company's authorized share capital increased by 9,000,000 shares to a total of 10,000,000 shares (equivalent to HK$500,000) as of June 30, 2024[160]. Future Outlook and Strategies - The Group aims to diversify revenue streams and strengthen its financial position by seeking investment opportunities when suitable[19]. - The management team believes in the sustainable growth of the Group and its ability to adjust business strategies according to market trends[19]. - The directors believe that the Group will have sufficient working capital to fulfill its financial obligations in the coming twelve months[89]. Legal and Compliance Matters - The Group received a civil judgment obligating it to repay the outstanding balance under the Extended Loan and accrued interest to the Bank[64]. - The recoverability of consideration receivables is uncertain and depends on the outcome of ongoing negotiations or litigations[58][59]. - The financial impact of the civil judgment on the company's financial information remains uncertain due to the inability to ascertain the repayment status of Lender A and other defendants[158].
环能国际(01102) - 2024 - 中期业绩
2024-08-23 12:37
Financial Performance - For the six months ended June 30, 2024, the company reported revenue of HKD 227,376,000, a decrease of 6.2% from HKD 242,428,000 in the same period of 2023[1]. - The gross profit for the same period was HKD 15,507,000, down 23.5% from HKD 20,270,000 year-on-year[1]. - The company incurred a loss before tax of HKD 84,234,000 compared to a profit of HKD 8,199,000 in the previous year[2]. - The net loss attributable to the owners of the company was HKD 92,387,000, significantly higher than the loss of HKD 2,500,000 in the prior period[3]. - Total comprehensive loss for the period was HKD 88,249,000, compared to a total comprehensive income of HKD 3,120,000 in the same period last year[4]. - The group reported external customer revenue of HKD 227,376 thousand for the six months ended June 30, 2024, compared to HKD 242,428 thousand for the same period in 2023, representing a decrease of approximately 6.2%[14]. - The company reported a basic loss per share of HKD (13.58) for the six months ended June 30, 2024, compared to HKD (0.46) for the same period in 2023[24]. - The group recorded a loss of HKD 87.9 million for the period, compared to a profit of HKD 3.4 million in the same period last year[44]. Assets and Liabilities - The company's total assets as of June 30, 2024, amounted to HKD 335,028,000, an increase from HKD 304,604,000 as of December 31, 2023[5]. - Current liabilities increased to HKD 352,498,000 from HKD 364,539,000 in the previous year[7]. - The company's current assets and current liabilities were approximately HKD 247.7 million and HKD 352.5 million, respectively, as of June 30, 2024, compared to HKD 210.5 million and HKD 364.5 million as of December 31, 2023[46]. - Total liabilities as of June 30, 2024, were HKD 361,582, compared to HKD 368,488 as of December 31, 2023[17]. - The company's trade receivables as of June 30, 2024, amounted to HKD 48,823, an increase of 42.3% from HKD 34,389 as of December 31, 2023[25]. - The company's net trade receivables after impairment provisions were HKD 47,719 as of June 30, 2024, compared to HKD 28,331 as of December 31, 2023, reflecting a growth of 68.5%[25]. - The company's other receivables, net of impairment provisions, were HKD 154,622 as of June 30, 2024, an increase from HKD 137,878 as of December 31, 2023[28]. - The company's cash and cash equivalents were approximately HKD 19.9 million as of June 30, 2024, down from HKD 28.0 million as of December 31, 2023[47]. Financial Position and Support - As of June 30, 2024, the group had a bank and cash balance of approximately HKD 19.9 million, insufficient to cover current liabilities of approximately HKD 352.5 million, indicating significant uncertainty regarding the group's ability to continue as a going concern[10]. - The group has received confirmation from its controlling shareholder to provide sufficient financial support to meet its financial obligations due within the next twelve months[10]. - The group's liquidity position raises concerns about its ability to realize assets and settle liabilities in the normal course of business[10]. - The group’s financial results have not been audited but have been reviewed by the audit committee[10]. Business Operations - The company is engaged in sales material business and property investment primarily in China[8]. - The company established Hangzhou Junheng Building Materials Co., Ltd. in October 2022 to expand its downstream business and improve financial performance[34]. - The company plans to explore business opportunities based on its existing building materials supply network in China, particularly in Hangzhou, which has significant demand for building materials[36]. - The group aims to focus resources on its sales materials business, which is expected to generate stable income and improve its financial position[37]. - The board will continue to seek opportunities to diversify revenue sources and strengthen the group's financial condition[37]. - The group is confident in its continued growth and believes its experienced management team can adjust business strategies according to market trends[37]. Capital and Shareholder Matters - The company approved a capital increase from HKD 50 million to HKD 500 million by issuing 9 billion new shares at a par value of HKD 0.05 per share[31]. - The company issued 896,993,536 capitalized shares on June 3, 2024, as part of a debt settlement agreement, with a debt amount of approximately HKD 44.9 million[31]. - The company is awaiting shareholder approval for the sale of two wholly-owned subsidiaries for a total consideration of HKD 2[32]. - The company has conditionally agreed to sell all shares of two wholly-owned subsidiaries for a total consideration of HKD 2 million[60]. - The board has decided not to declare any interim dividends for this period, consistent with the previous year[56]. Compliance and Governance - The company has complied with all applicable provisions of the Corporate Governance Code, except for the separation of roles between the Chairman and the CEO[62]. - The company has established an Audit Committee consisting of three independent non-executive directors, with the committee's recommendations formally approved by the board[65]. - The interim financial information for the period has not been audited but has been reviewed by the Audit Committee[65]. - The interim results announcement is available on the company's website and the Hong Kong Stock Exchange[66].
环能国际(01102) - 2023 - 年度财报
2024-04-29 09:34
Financial Performance - The Group's revenue increased by approximately 97.2% to approximately HK$531.5 million from approximately HK$269.6 million for the year ended December 31, 2022[11]. - The Group recorded a net loss of approximately HK$24.3 million for the Year, a significant improvement from a net loss of HK$252.4 million in the Previous Year[12]. - The absence of impairment loss on loan and interest receivables during the Year contributed to the reduced net loss, compared to an impairment loss of HK$215.3 million in the Previous Year[12]. - The Group recorded a revenue of approximately HK$531.5 million for the Year, representing a 97.2% increase compared to HK$269.6 million in the Previous Year[51]. - The significant revenue increase was primarily due to the establishment of Hangzhou Junheng in October 2022, which focuses on supplying building materials for construction and renovation projects in the PRC[52]. - The Group's gross profit increased by HK$24.5 million to approximately HK$41.2 million, with the gross profit margin rising from 6.2% to 7.8%[53]. - The Group's loss for the year attributable to the owners was approximately HK$35.8 million, a significant improvement from a loss of HK$257.0 million in the previous year[80][84]. Business Development and Strategy - The establishment of Hangzhou Junheng Building Materials Company Limited in October 2022 enhanced the Group's sales network and customer base in the construction industry in the PRC[11]. - The Group identified significant demand for building materials in Hangzhou, leveraging its existing supply network[17]. - The management explored other business opportunities despite challenges from inflation and price instability in building materials[17]. - The Group's collaboration with Hangzhou Zhongji allows for sourcing, procurement, and quality control of building materials, while introducing customers and new projects[17]. - The Group aims to expand its sales channels and enhance business opportunities in the supply of materials business through the establishment of Hangzhou Junheng[17]. - The Group's prospects look promising due to the enhanced sales network and customer base in the construction industry in the PRC[17]. - The Group aims to diversify its business and broaden income sources by exploring new business opportunities and optimizing resource allocation[19]. - The Group has successfully entered the aluminum supply chain industry and is transitioning to a comprehensive supplier of aluminum-related products and building materials[43]. - The Group's strategic focus includes enhancing value-added services in its supply of aluminum-related products[43]. - The Group's sales of materials business has shown a continuous improvement trend since the establishment of Hangzhou Junheng and the optimization of COVID-19 control policies[21]. Financial Management and Capital Structure - The Group's total borrowings as of December 31, 2023, included RMB 200.6 million and HK$44.9 million, with all borrowings bearing fixed interest rates[86]. - The gearing ratios as of December 31, 2023, and 2022 were monitored to assess the capital structure, calculated as net debt divided by total capital[87]. - The Group's capital management aims to maintain healthy capital ratios to support business operations and maximize shareholder value[81][85]. - The Group's current assets and current liabilities were approximately HK$210.5 million and HK$364.5 million respectively, compared to HK$267.7 million and HK$434.3 million in 2022[88]. - The Group's bank and cash balances increased to approximately HK$28.0 million as of December 31, 2023, up from HK$8.1 million in 2022[91]. - The Group's gearing ratio rose to 141.6% in 2023 from 120.9% in 2022, indicating a higher level of debt relative to equity[88]. - The Group's investment properties were valued at approximately HK$94.1 million as of December 31, 2023, down from HK$126.4 million in 2022[94]. - The Group's current ratio remained stable at 0.6 as of December 31, 2023, consistent with the previous year[92]. - The Group's financial resources and liquidity management are focused on ensuring ongoing operations and financial stability[81][85]. Legal and Compliance Issues - The company received a letter from the Stock Exchange indicating insufficient business operations to maintain its listing status under Rule 13.24[114]. - On May 4, 2023, the company announced the fulfillment of the Resumption Guidance, and trading in its shares resumed on May 5, 2023[117]. - The court ruled against the Group in a lawsuit to recover loan receivables, citing insufficient evidence to support claims against Shenzhen Aquatic[71][75]. - The Group's legal actions included an application for property seizure from Shenzhen Aquatic, which was unsuccessful due to missing original documents[159]. - The Shenzhen Intermediate People's Court ruled against the Group in June 2022, stating insufficient evidence to support the repayment claims from Shenzhen Aquatic[163]. - The Group is exploring debt restructuring proposals and potential settlements with Lender B and local government to recover outstanding consideration receivables[148]. - The Group is actively negotiating debt restructuring proposals and settlement arrangements to realize assets and discharge liabilities[191]. Impairment and Receivables - An impairment loss of HK$215.3 million was recognized due to uncertainty in recovering loan receivables and interest receivables from Shenzhen Aquatic[75][77]. - The impairment loss on loan receivables and interest receivables was approximately HK$176.0 million and HK$39.3 million for the previous year, raising concerns about recoverability[139]. - The Company has not recorded any impairment on the consideration receivables as of December 31, 2023, due to ongoing negotiations[149]. - The audit qualifications issued by the auditor were primarily related to the recoverability of consideration receivables and the timing of impairment recognition[137]. - The Directors believe that upon conclusion of litigation regarding repayment obligations, the Group may be released from its obligations, and no additional provisions are necessary[184]. - The Group is unable to provide evidence on the repayment status of Lender A and other defendants as of December 31, 2023, which affects the Auditor's satisfaction regarding repayment obligations[185]. Operational Challenges - The Group maintained business relationships with customers and suppliers to seek collaboration opportunities during challenging market conditions[13]. - The management is confident in the future business development of the Group despite challenges such as inflation and price fluctuations in building materials[54]. - The Group faces significant economic risks due to changes in the business, competitive, regulatory, or economic environment, which may impact financial performance[196]. - The Group's management policy includes diversifying its business and investments to mitigate economic risks[197].