广东长青（集团）股份有限公司关于转让长青环保能源（中山）有限公司与中山市长青环保热能有限公司100%股权的进展公告

Core Viewpoint - The company has successfully completed the transfer of 100% equity of Changqing Environmental Energy (Zhongshan) Co., Ltd. and Zhongshan Changqing Environmental Thermal Energy Co., Ltd. to Zhongshan Public Utility Group, marking a significant step in its strategic restructuring and capital management [2][13]. Summary by Sections 1. Overview of Equity Transfer Transaction - On June 30, 2023, the company signed a framework agreement with Zhongshan Public Utility Group to transfer 100% equity of its subsidiaries, Changqing Environmental Energy and Zhongshan Changqing Environmental Thermal Energy [3]. - A supplementary agreement was signed on December 29, 2023, extending the validity of the original agreement until May 31, 2024, due to ongoing negotiations [4]. - The transaction was restarted in June 2025 based on the current capital market environment and the company's development strategy [5]. 2. Progress of Equity Transfer Transaction - On July 25, 2025, the company signed an equity transfer agreement with Zhongshan Public Utility's subsidiary, agreeing on a total consideration of 494.2425 million yuan for the equity transfer [5][6]. - The first installment of the transfer payment, totaling 123.5607 million yuan, was received in August 2025 [6]. - The second installment payment was made recently, following the completion of shareholder registration changes for both target companies [12]. 3. Payment Structure of the Equity Transfer - The payment for the equity transfer is structured in three installments for both target companies, with specific conditions for each payment [7][9]. - For Changqing Environmental Energy, the first payment was 37.433 million yuan, the second payment was 98.8231 million yuan, and the final payment (tail payment) is 13.4758 million yuan [8]. - For Zhongshan Changqing Environmental Thermal Energy, the first payment was 86.1277 million yuan, the second payment was 227.377 million yuan, and the final payment is 31.0059 million yuan [10][12]. 4. Impact of the Equity Transfer - Following the completion of the equity transfer, the company will no longer hold any equity in Changqing Environmental Energy and Changqing Thermal Energy, and these entities will be excluded from the company's consolidated financial statements [13].