Core Viewpoint - Guangxi Guiguan Power Co., Ltd. plans to acquire 100% equity of Datang Tibet Energy Development Co., Ltd. and Datang ZDN Clean Energy Development Co., Ltd. from its controlling shareholder, China Datang Group, for a total transaction price of 2.0249144 billion yuan, based on the valuation of the companies as of June 30, 2025 [2][40]. Summary by Sections Transaction Overview - The transaction involves cash acquisition of 100% equity of two companies, with a total valuation of 1.3539144 billion yuan as of June 30, 2025, reflecting an increase of 12.06001 million yuan (9.78% appreciation) compared to the book value [5][40]. - The total transaction price is set at 2.0249144 billion yuan, which includes additional capital contributions made by Datang Group to the target companies [5][40]. Related Party Transaction - Datang Group, as the controlling shareholder, is a related party, and this transaction constitutes a related party transaction but does not qualify as a major asset restructuring [2][6]. Board Approval Process - The transaction has been approved by the company's board of directors and requires further approval from the shareholders' meeting [7][38]. Financial Impact - The acquisition is expected to enhance the company's market competitiveness and asset quality, significantly increasing installed capacity and power generation [30][31]. Asset Details - Datang Tibet Company is responsible for energy projects in Tibet, with a total clean energy installed capacity of 91,500 kW and ongoing projects totaling 1,415,000 kW [10]. - Datang ZDN Company holds land use rights for a maintenance center project, with a total investment of 165 million yuan [10]. Valuation and Pricing - The valuation of the target companies was conducted by a qualified asset appraisal firm, confirming the transaction price is fair and reasonable [24][25]. Approval and Compliance - The transaction must be submitted for shareholder approval, with related party shareholders required to abstain from voting [38][39].
广西桂冠电力股份有限公司关于购买股权暨关联交易的公告