“现金+换股”方案披露 新奥股份拟约600亿港元私有化新奥能源

Core Viewpoint - New Oriental Holdings plans to privatize New Oriental Energy through its wholly-owned subsidiary, New Energy (Hong Kong) Investment Co., Ltd, with a theoretical total transaction value exceeding HKD 590 billion [1][2]. Group 1: Transaction Details - The agreement stipulates that for every share held, shareholders will receive 2.9427 new H-shares of New Oriental Holdings and cash payment at HKD 24.50 per share [2]. - The theoretical total value of H-shares and cash payment is estimated at approximately HKD 80 per share based on the median valuation by the assessment agency [2]. - The total theoretical value of the transaction is projected to be HKD 595.19 billion if all options are not exercised, and HKD 599.24 billion if all options are exercised [3]. Group 2: Business Operations - New Oriental Energy operates gas pipeline infrastructure across 261 cities, serving over 31 million households and 270,000 business customers [4]. - The company is expected to achieve revenue of approximately HKD 116.1 billion and a net profit of about HKD 6.1 billion in 2024 [4]. Group 3: Financial Implications - The transaction will lead to an increase in the company's debt levels and debt-to-asset ratio, with projections indicating an increase from 54.30% to 67.08% post-transaction [5]. - The company plans to finance the transaction through a combination of self-funding and bank loans, having already signed agreements for overseas loans [5].