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三峡能源: 中国三峡新能源(集团)股份有限公司关于发行基础设施公募REITs暨关联交易的公告

Core Viewpoint - China Three Gorges New Energy (Group) Co., Ltd. plans to issue public infrastructure REITs based on its wholly-owned subsidiary's offshore wind power project, with the company and its affiliate subscribing to 34% and 10% of the fund shares respectively, constituting a related party transaction [1][3][4] Group 1: Infrastructure Public REITs Project Plan - The offshore wind power project, known as Zhuanghe III, is located in Dalian, Liaoning Province, with a total installed capacity of 56% [1] - The structure of the public infrastructure REITs project involves a "public fund + special plan + project company" model, where the fund raises capital from investors and indirectly holds the underlying assets [1][3] - The company will submit formal application materials to regulatory authorities to advance the registration and issuance of the public infrastructure REITs [1][4] Group 2: Related Party Transaction Overview - The company intends to subscribe to 34% of the fund shares, while its affiliate, Three Gorges Capital, plans to subscribe to 10%, with actual subscription amounts depending on the final fundraising amount [1][3] - The related party transaction does not constitute a major asset restructuring as defined by regulations [1][4] - The independent directors unanimously agreed that the transaction would help the company optimize its capital structure and would not harm the interests of shareholders, especially minority shareholders [3][4] Group 3: Historical Related Transactions - In the past 12 months, the company has engaged in related transactions with the same affiliate totaling 840.63 million yuan, excluding daily related transactions [2][4] - The cumulative transaction amount with Three Gorges Group and its subsidiaries was 764.70 million yuan, representing 0.88% of the company's most recent audited net assets [2][3]