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MarketScreener Homepage  >  Equities  >  Hong Kong Stock Exchange  >  GCL-Poly Energy Holdings Limited    3800   KYG3774X1088

GCL-POLY ENERGY HOLDINGS LIMITED

(3800)
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GCL Poly Energy : DISCLOSEABLE TRANSACTION - SECOND SUPPLEMENTAL AGREEMENT TO CAPITAL INCREASE IN INNER MONGOLIA ZHONGHUAN GCL

03/17/2020 | 05:36am EST

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

GCL-Poly Energy Holdings Limited

保利協鑫能源控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 3800)

DISCLOSEABLE TRANSACTION

SECOND SUPPLEMENTAL AGREEMENT TO CAPITAL INCREASE IN

INNER MONGOLIA ZHONGHUAN GCL

We refer to the announcements of GCL-Poly Energy Holdings Limited's (the "Company") dated

30 May 2019, 6 June 2019 and 26 July 2019 (the "Announcements") in relation to:

  1. the capital increase agreement dated 30 May 2019 entered into between (a) Suzhou GCL Technology (an indirect subsidiary of the Company), Tianjin Zhonghuan and Inner Mongolia
    Zhonghuan (together the "Original Shareholders") and (b) Hohhot Lingchuang Investment Fund and Hohhot City Chengchi Phase II Fund (the "Capital Increase Agreement"), under which Suzhou GCL Technology agreed to make a capital contribution of RMB800,000,000 into Inner Mongolia Zhonghuan GCL (the "GCL Capital Contribution"); and
  2. the supplemental agreement dated 26 July 2019 (the "Supplemental Agreement") to transfer the rights and obligations attaching to part of Suzhou GCL Technology's capital contribution from Suzhou GCL Technology to Tianjin Zhonghuan, reducing the GCL Capital Contribution from RMB800,000,000 to RMB480,000,000.

Unless stated otherwise, capitalized terms used herein shall have the same meaning as defined in the Announcements.

On 12 October 2019, as part of an internal reorganization, Suzhou GCL Technology transferred 18% and 12% of the equity interest in Inner Mongolia Zhonghuan GCL to Jiangsu Zhongneng Polysilicon Technology Development Co., Ltd. ("Jiangsu Zhongneng") and Konca Solar Cell Co., Ltd. ("Konca Solar Cell") (both subsidiaries of the Company), respectively. As part of such transfers, Suzhou GCL Technology's rights and obligations attached to the GCL Capital Contribution under the Capital Increase Agreement and the Supplemental Agreement have been transferred pro rata to Jiangsu Zhongneng and Konca Solar Cell such their capital contribution obligation to Inner Mongolia Zhonghuan GCL is RMB288,000,000 and RMB192,000,000, respectively.

1

THE SECOND SUPPLEMENTAL AGREEMENT

On 17 March 2020, Jiangsu Zhongneng, Konca Solar Cell and Tianjin Zhonghuan entered into a further supplemental agreement in relation to the Capital Increase Agreement (the "Second Supplemental Agreement").

The principal terms of the Second Supplemental Agreement are as follows:

  1. Jiangsu Zhongneng and Konca Solar Cell have agreed to transfer their respective rights and obligations attached to the remaining GCL Capital Contribution (i.e. capital contributions in the amount of RMB288,000,000 and RMB192,000,000, respectively) to Tianjin Zhonghuan (the "Transfer"), and Tianjin Zhonghuan has agreed to accept the Transfer;
  2. Upon the completion of the Transfer and the payment of the GCL Capital Contribution by Tianjin Zhonghuan, Tianjin Zhonghuan will increase its interest in the registered capital of Inner Mongolia Zhonghuan GCL by the amount of the GCL Capital Contribution; and
  3. As Jiangsu Zhongneng and Konca Solar Cell have not made any payment for the remaining GCL Capital Contribution under the Capital Increase Agreement and the Supplemental Agreement, no consideration is required to be made by Tianjin Zhonghuan to Jiangsu Zhongneng and Konca Solar Cell for the Transfer under the Second Supplemental Agreement.

As at the date of this announcement, Jiangsu Zhongneng and Konca Solar Cell hold 18% and 12% of the equity interest in Inner Mongolia Zhonghuan GCL respectively.

REASONS FOR ENTERING INTO THE SECOND SUPPLEMENTAL AGREEMENT

The entering into the Second Supplemental Agreement is in accordance with the Group's strategic investment plan, and will achieve the Company's goal of further consolidating its product structure by investing the GCL Capital Contribution on more competitive products and therefore achieving cash flow efficiency.

By order of the Board

GCL-Poly Energy Holdings Limited

Zhu Gongshan

Chairman

Hong Kong, 17 March 2020

As at the date of this announcement, the Board comprises Mr. Zhu Gongshan (Chairman), Mr. Zhu Zhanjun, Mr. Zhu Yufeng, Ms. Sun Wei, Mr. Yeung Man Chung, Charles, Mr. Jiang Wenwu and Mr. Zheng Xiongjiu as executive Directors; Ir. Dr. Ho Chung Tai, Raymond, Mr. Yip Tai Him, Dr. Shen Wenzhong and Mr. Wong Man Chung, Francis as independent non-executive Directors.

2

Disclaimer

GCL-Poly Energy Holdings Ltd. published this content on 17 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 March 2020 10:35:13 UTC


© Publicnow 2020
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Sales 2020 17 070 M 2 641 M 2 641 M
Net income 2020 -1 577 M -244 M -244 M
Net Debt 2020 50 209 M 7 768 M 7 768 M
P/E ratio 2020 -24,1x
Yield 2020 -
Capitalization 55 346 M 8 562 M 8 563 M
EV / Sales 2020 6,18x
EV / Sales 2021 5,99x
Nbr of Employees 10 730
Free-Float 74,5%
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Mean consensus HOLD
Number of Analysts 8
Average target price 0,54 CNY
Last Close Price 2,21 CNY
Spread / Highest target -28,1%
Spread / Average Target -75,5%
Spread / Lowest Target -93,5%
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Managers and Directors
NameTitle
Zhan Jun Zhu CEO, Executive Director & Executive President
Gong Shan Zhu Chairman
Man Chung Yeung CFO, Secretary & Executive Director
Yu Feng Zhu Executive Director
Tai Him Yip Independent Non-Executive Director
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