Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited LR14.58(1)take no responsibility for the contents of this announcement, make no representation as to

Note 5 to

its accuracy or completeness and expressly disclaim any liability whatsoever for any loss LR13.52 howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

UNITED STRENGTH POWER HOLDINGS LIMITED ଺༐ঐ๕છٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2337)

LR13.51A

ANNOUNCEMENT

CONNECTED TRANSACTIONS UNDER

THE RENEWED COOPERATION ARRANGEMENT IN RESPECT OF

(1) THE LEASE OF GAS TRANSPORTATION VEHICLES AND

(2) THE LEASE OF OFFICE PREMISES

BACKGROUND

Reference is made to the Announcements in relation to, amongst others, the Cooperation Arrangement. Pursuant to the Cooperation Arrangement, Changchun Yitonghe (for itself and other members of the Yitonghe Group) leases (i) gas transportation vehicles and (ii) office premises to Jieli Logistics.

THE RENEWED COOPERATION ARRANGEMENT

LR14.58(3)

LR14.60(1)

On 1 December 2020 (after trading hours), Jieli Logistics and Changchun Yitonghe entered into the Renewed Cooperation Agreement, pursuant to which (i) Changchun Yitonghe will lease its gas transportation vehicles to Jieli Logistics and (ii) Changchun Yitonghe will lease its office premises to Jieli Logistics for a term of three years from 1 January 2021 (the effective date of the Renewed Cooperation Agreement) to 31 December 2023.

ACCOUNTING IMPLICATIONS TO THE RENEWED COOPERATION AGREEMENT

In accordance with IFRS 16 "Leases", the Group is required to recognize the value of the right-of-use assets on its balance sheet in connection with the Renewed Cooperation Agreement, the connected transactions in relation to (i) the lease of gas transportation vehicles and (ii) the lease of office premises will be regarded as each an acquisition of asset by the Group.

LISTING RULES IMPLICATIONS

To the best of the Directors' knowledge, information and belief having made all reasonable enquiry, Changchun Yitonghe was owned as to approximately 60.90% by Mr. Zhao, 12.34% by Ms. Xu, 8.23% by Mr. Liu, 0.82% by Mr. QG Wang, 7.63% by Changchun Rundeshidai Investment Consulting Centre (Limited Partnership)* ( ڗ݆ᆗᅃࣛ˾ҳ༟ ፔ༔ʕː€ϞࠢΥྫ ), 6.30% by Changchun Shenglongshidai Investment Consulting Centre (Limited Partnership)* ( ڗ݆ସඤࣛ˾ҳ༟ፔ༔ʕː€ϞࠢΥྫ) and 3.78% by Changchun Huizhongshidai Investment Consulting Centre (Limited Partnership)* ( ڗ݆䁩 ଺ࣛ˾ҳ༟ፔ༔ʕː€ϞࠢΥྫ) as at the date of this announcement. Since Mr. Zhao, a Controlling Shareholder and an executive Director, owned more than 30% of the equity interests in Changchun Yitonghe, Changchun Yitonghe is regarded as an associate of Mr. Zhao, and hence a connected person of the Company pursuant to the Listing Rules.

LR14.58(3)

LR14A.68(2)

As all the applicable percentage ratios (as defined under the Listing Rules) in respect of the transaction under the Renewed Cooperation Agreement in respect of each of (i) the lease of gas transportation vehicles and (ii) the lease of office premises is more than 0.1% but less than 5%, the transactions in respect of each of (i) the lease of gas transportation vehicles and (ii) the lease of office premises under the Renewed Cooperation Agreement is subject to the compliance with the announcement, reporting and annual review requirements but exempted from circular (including the independent financial advice) and independent shareholders' approval requirements under Chapter 14A of the Listing Rules.

BACKGROUND

Reference is made to the Announcements in relation to, among others, the Cooperation Arrangement. Pursuant to the Cooperation Arrangement, Changchun Yitonghe (for itself and other members of the Yitonghe Group), amongst others, leases (i) gas transportation vehicles and (ii) office premises to Jieli Logistics.

THE RENEWED COOPERATION ARRANGEMENT

On 1 December 2020 (after trading hours), Jieli Logistics and Changchun Yitonghe entered LR14.58(3)into the Renewed Cooperation Agreement, pursuant to which (i) Changchun Yitonghe will lease its gas transportation vehicles to Jieli Logistics and (ii) Changchun Yitonghe will lease its office premises to Jieli Logistics for a term of three years from 1 January 2021 (the effective date of the Renewed Cooperation Agreement) to 31 December 2023.

LR14.60(1)

Principal terms of the Renewed Cooperation Agreement are summarised as follows:

Date

:

1 December 2020

Parties

:

(1) Jieli Logistics; and

(2) Changchun Yitonghe

TermRenewed Cooperation

ArrangementDetermination of rent

: Three years from 1 January 2021 (the effective date of the Renewed

Cooperation Agreement) to 31 December 2023.

:

  • A. In respect of the lease of gas transportation vehicles:

    Changchun Yitonghe will lease 22 tractor units; 25 trailers (for gas transportation) and 3 tankers to Jieli Logistics.

  • B. In respect of the lease of the office premises:

    Changchun Yitonghe will lease the following office premises

    to Jieli Logistics:

    • (1) A land of 7,357 square meters in Xinglong Shan Town (ጳඤʆᕄ), Jilin Province, the PRC (the "Land"); and

    • (2) a building of 400 square meters situated on the Land (the "Building").

: A.

In respect of the lease of gas transportation vehicles:

The rent is RMB236,500 per month.

The rent is calculated on monthly basis and is determined with reference to previous rent and prevailing market rent of similar gas transportation vehicles which Jieli Logistics may rent from other Independent Third Parties and was negotiated by the parties (on arm's length basis and in good faith). The rent will also be reviewed on 31 December of every year during the term with reference to the conditions of the gas transportation vehicles.

B.

In respect of the lease of the office premises:

The rent is RMB1,200,000 per year (in respect of the Land) and RMB144,000 per year (in respect of the Building).

The rent is calculated on annual basis and is determined with reference to previous rent and prevailing market rent of similar office which Jieli Logistics may rent from other Independent Third Parties and such rent was negotiated by the parties (on arm's length basis and in good faith).

The rent will be reviewed on 31 December of every year during the term with reference to the actual situation of the tenancy market.

LR14.58(5)

LR14A.68(4)

LR14.58(4)

Payment termOther principal terms

: A.

In respect of the lease of gas transportation vehicles:

The rent is payable on monthly basis and shall be prepaid on the last business day of the previous month.

B.

In respect of the lease of the office premises:

The rent is payable on quarterly basis and shall be paid within 5 days after the end of each quarter.

: A.

In respect of the lease of gas transportation vehicles:

Changchun Yitonghe shall be responsible for the licence fee, insurance fee and repairing the damage and loss (for the parts not covered by the insurance) not due to the daily operation in relation to the gas transportation vehicles.

Jieli Logistics shall be responsible for the fee for repair and maintenance and the loss resulting from any accident during the daily operation in relation to the gas transportation vehicles which was not recovered from the insurance policy.

Changchun Yitonghe shall ensure the gas transportation vehicles have satisfied the reasonable standards and requirements of Jieli Logistics.

B.

In respect of the lease of the office premises:

  • (1) Jieli Logistics shall not sublease the office premises to other third parties.

  • (2) Jieli Logistics shall be responsible for the disbursements incurred in relation to the use of the office premises, including water and electricity expenses, telecommunication expenses and other service fees.

LR14.58(4)

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United Strength Power Holdings Ltd. published this content on 01 December 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 December 2020 15:26:06 UTC