Core Viewpoint - The company plans to increase its investment in its subsidiary, Jiangsu Tianhe Energy Storage Co., Ltd., through its wholly-owned subsidiary, Tianhe Smart Energy Investment Development (Jiangsu) Co., Ltd., with an investment of 800 million yuan, which will increase the company's control over the subsidiary from 57.17% to 64.31% [1][2][5] Summary by Sections 1. Transaction Overview - The company intends to enhance its financial strength and promote the development of its energy storage business through this capital increase [2] - Other shareholders of Tianhe Storage will waive their preemptive rights for this capital increase [1][2] 2. Related Party Transactions - The transaction involves a related party, Lishui Xingchuang Enterprise Management Consulting Co., Ltd., which is a subsidiary of the company's actual controller [2][3] - The transaction does not constitute a major asset restructuring as defined by relevant regulations [2] 3. Decision and Review Process - The transaction has been approved by the company's board of directors and requires shareholder approval [2][12] - Independent directors have expressed that the transaction aligns with the company's operational needs and is reasonable [12] 4. Financial Data of Tianhe Storage - As of March 31, 2025, Tianhe Storage had total assets of 641,765.74 million yuan and total liabilities of 482,558.94 million yuan [7] - The net profit attributable to the parent company was -7,715.65 million yuan for the first quarter of 2025 [7] 5. Valuation and Pricing - The valuation of Tianhe Storage was assessed at 402,500 million yuan based on market and income approaches, with a significant increase in value [10][8] - The agreed transaction price for the 100% equity value before the capital increase is 400,000 million yuan, which is deemed fair and reasonable [10][9] 6. Impact of the Transaction - The capital increase is expected to enhance the competitiveness of Tianhe Storage and will not adversely affect the company's financial status or operational results [10][12] - The transaction will not impact the company's independence or create reliance on related parties [10][12]
天合光能: 天合光能股份有限公司关于向控股子公司增资暨关联交易的公告