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China Titans Energy Technology Group Co., Limited ʕइվঐ๕ҦஔණྠϞࠢʮ̡*
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 2188)
DISCLOSEABLE TRANSACTION PROVISION OF FINANCIAL ASSISTANCE
The Board wishes to announce that on 21 September 2018, the Loan Agreement was entered into between Titans Power Electronics, a wholly-owned subsidiary of the Company (as the lender), and the Borrower (as the borrower), pursuant to which Titans Power Electronics has agreed to lend to the Borrower an amount of RMB89,610,000 for an initial term of six months from the date of the Loan Agreement.
Implications under the Listing Rules
The provision of the loan pursuant to the Loan Agreement constitutes a transaction under Chapter 14 of the Listing Rules. As one or more of the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of the Loan Agreement is more than 5% but less than 25%, the transaction contemplated under the Loan Agreement constitutes a discloseable transaction of the Company and is subject to the reporting and announcement requirements, but exempted from the Shareholders' approval requirement under Chapter 14 of the Listing Rules.
INTRODUCTION AND PROVISION OF FINANCIAL ASSISTANCE
On 21 September 2018, the Loan Agreement was entered into between Titans Power Electronics, a wholly-owned subsidiary of the Company (as the lender), and the Borrower (as the borrower), pursuant to which Titans Power Electronics has agreed to provide a loan to the Borrower in an amount of RMB89,610,000 for an initial term of six months from the date of the Loan Agreement.
Summarised below are the principal terms of the Loan Agreement:
Date of the Loan Agreement: | 21 September 2018 |
Borrower: | The Borrower |
Lender: | Titans Power Electronics |
Principal: | RMB89,610,000 |
Interest rate: | 5% per annum |
Term: | Six months from the date of the Loan Agreement, which may |
be extended for another six months by the parties to the | |
Loan Agreement provided that the term of the loan shall not | |
exceed one year. | |
Repayment: | The Borrower shall repay the principal amount and the |
interests accrued thereon at the end of the term. | |
Source of Funding |
The loan pursuant to the Loan Agreement will be financed by the internal resources of the Group.
Information of the Borrower
The Borrower is a company established in the PRC with limited liability. Located in Baoan District, Shenzhen City, the PRC, the Borrower is principally engaged in the business of, amongst others, investment, investment consultation and management, property agency and property development.
To the best of the Directors' knowledge, information and belief having made all reasonable inquiries, the Borrower and its ultimate beneficial owners are third parties independent of the Company and the connected persons (as defined under the Listing Rules) of the Company.
Information of the Group
The Company is a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange. The principal business activity of the Company is investment holding.
The Group is principally engaged in research and development, production and sale of electrical direct current (DC) products, charging equipment for electric vehicles and power grid monitoring and management products. At the same time, the Group is also engaged in the planning, design, investment and construction, engineering services, operating services and other value-added services in relation to charging facilities of new energy vehicles.
Reasons for, and Benefits of, entering into the Loan Agreement
By entering into the Loan Agreement, the Group is able to increase the rate of return of its cash and cash equivalents which can improve both the investment income and the profits of the Group. In addition, the terms of the Loan Agreement were negotiated on arm's length basis between Titans Power Electronics and the Borrower based on, among other things, the financing needs of the Borrower, the Group's assessment on the source of funds for repayment, and the business conditions and the creditworthiness of the Borrower. The Directors are of the view that the Loan Agreement was entered into on normal commercial terms, and the terms of the Loan Agreement are fair and reasonable and in the interests of the Company and its Shareholders as a whole.
Implications under the Listing Rules
The Loan Agreement constitutes a transaction under Chapter 14 of the Listing Rules. As one or more of the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of the Loan Agreement is more than 5% but less than 25%, the transaction contemplated under the Loan Agreement constitutes a discloseable transaction of the Company and is subject to the reporting and announcement requirements, but exempted from the Shareholders' approval requirement under Chapter 14 of the Listing Rules.
DEFINITIONS
In this announcement, unless the context otherwise requires, the following expressions shall have the following meanings when used herein:
"Board" | the board of Directors; |
"Borrower" | Shenzhen City Xinchengcan Investment Company Limited* |
(ଉέ̹อ۬ᐆҳ༟Ϟࠢʮ̡), a company established in | |
the PRC with limited liability; | |
"Company" | China Titans Energy Technology Group Co., Limited (ʕ |
इվঐ๕ҦஔණྠϞࠢʮ̡*), a company incorporated in | |
the Cayman Islands with limited liability, the shares of | |
which are listed on the Main Board of the Stock Exchange | |
(stock code: 2188); | |
"connected person(s)" | has the meaning ascribed thereto under the Listing Rules; |
"Directors" | the director(s) of the Company; |
"Group" | the Company and its subsidiaries; |
"Hong Kong" | the Hong Kong Special Administrative Region of the PRC; |
"Listing Rules" | the Rules Governing the Listing of Securities on the Stock |
Exchange; | |
"Loan Agreement" | the loan agreement dated 21 September 2018 and entered |
into between Titans Power Electronics (as lender) and the | |
Borrower (as borrower) in relation to the granting of loan in | |
the amount of RMB89,610,000 to the Borrower; | |
"PRC" | The People's Republic of China, for the purposes of this |
announcement, excluding Hong Kong, the Macau Special | |
Administrative Region and Taiwan; | |
"Share(s)" | ordinary share(s) of HK$0.01 each in the share capital of the |
Company; |
"Shareholder(s)" | holder(s) of the shares of the Company; |
"Stock Exchange" | The Stock Exchange of Hong Kong Limited; |
"Titans Power Electronics" | Zhuhai Titans Power Electronics Group Co., Ltd* (मऎइ |
վཥɢཥɿණྠϞࠢʮ̡), a company established in the | |
PRC with limited liability and a wholly-owned subsidiary of | |
the Company as at the date of this announcement; and | |
"%" | per cent. |
Hong Kong, 21 September 2018 |
By Order of the Board
China Titans Energy Technology Group Co., Limited
Li Xin Qing
Chairman
As at the date of this announcement, the Board comprises two executive Directors, namely Mr. Li Xin Qing and Mr. An Wei; and three independent non-executive Directors, namely Mr. Li Wan Jun, Mr. Zhang Bo, and Mr. Pang Zhan.
*
For identification purpose only
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China Titans Energy Technology Group Co. Ltd. published this content on 21 September 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 21 September 2018 14:18:05 UTC