INFORMATION ON THE TARGET COMPANIES. The Target Companies are principally landfill gas comprehensive utilization projects. Pursuant to the HOA, the Intended Purchaser and the Intended Vendor have agreed that the acquisition of each of the Target Companies are not part and parcel to the Possible Transaction. The Intended Purchaser may, after conducting due diligence review on the Target Companies pursuant to the HOA, choose to acquire all or any of the Target Companies that the due diligence review of which satisfies the Intended Purchaser. As such, the specific Target Companies to be subject to the Possible Transaction, when materialised, shall be determined after the Intended Purchaser having completed the due diligence review on the Target Companies. * For identification purpose only
INFORMATION ON THE TARGET COMPANIES. 4.1 SSR and ERPL are indirect wholly-owned subsidiaries of HFEL whose principal business activity is property investment, the principal assets of which are their direct interests in the Singapore properties (the “Properties”).
INFORMATION ON THE TARGET COMPANIES. The table below sets out the information on the Target Companies under each of the Second Phase Share Purchase Agreements: Second Phase
INFORMATION ON THE TARGET COMPANIES. The table below sets out the information on the Target Companies under each of the Second Phase Share Purchase Agreements: Second Phase Share Purchase Agreements Target Companies Information on the Target Companies I Jingbian GCL Jingbian GCL is a company established in the PRC with limited liability and is principally engaged in the operation of solar power plant in the PRC. Jingbian GCL is owned as to 99.9% by Xian GCL New Energy and 0.1% by Xx Xxx, an independent third party to GCL-Poly and GNE respectively and an indirect subsidiary of GCL-Poly and GNE. II Yulin Longyuan Yulin Longyuan is a company established in the PRC with limited liability and is principally engaged in the operation of solar power plant in the PRC. Yulin Longyuan is wholly-owned by Suzhou GCL New Energy and an indirect subsidiary of GCL-Poly and GNE. III Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx is a company established in the PRC with limited liability and is principally engaged in the operation of solar power plant in the PRC. Xxxxxx Xxxxxxx is wholly-owned by Xian GCL New Energy and an indirect subsidiary of GCL-Poly and GNE. IV Hengshan Jinghe Hengshan Jinghe is a company established in the PRC with limited liability and is principally engaged in the operation of solar power plant in the PRC. Xxxxxxxx Xxxxxx is owned as to 96.35% by Suzhou GCL New Energy and 3.65% by Huanghe Solar, an independent third party to GCL-Poly and GNE respectively and an indirect subsidiary of GCL-Poly and GNE. Set out below is an extract of the audited financial statements prepared for the financial year ended 31 December 2019 and the unaudited financial statement prepared for the financial year ended 31 December 2020 of the Target Companies prepared in accordance with China Accounting Standards: Second Phase Share Purchase Agreements Target Companies Year ended 31 December 2020 Year ended 31 December 2019 Profit before taxation Profit after taxation Profit before taxation Profit after taxation RMB’000 RMB’000 RMB’000 RMB’000 I Jingbian GCL 14,898 13,781 16,277 16,277 II Yulin Longyuan 94,072 87,005 71,662 66,146 III Xxxxxx Xxxxxxx 37,580 34,734 28,027 28,027 IV Hengshan Jinghe 54,345 50,271 46,028 42,538 The audited net assets as at 31 December 2019 and the unaudited net assets as at the Reference Date (i.e. 31 December 2020) of the Target Companies amounted to approximately RMB991,408,921 and approximately RMB1,009,973,691, respectively.
INFORMATION ON THE TARGET COMPANIES. The Target Companies are wholly-owned subsidiaries of the Company as at the date of this announcement. The principal business or assets of each of the Target Companies are set out below: Target Company Principal business/assets Target Company A water supply, wastewater treatment, land levelling, heating service and electricity generation Target Company B water supply, wastewater treatment, land levelling, heating service and electricity generation Target Company C water supply, wastewater treatment Target Company D water supply, wastewater treatment, land levelling, heating service and electricity generation Target Company E solid waste treatment Target Company F hazardous waste treatment Target Company A Set out below is a summary of certain audited consolidated financial information of Target Company A for the two years ended 31 December 2017: For the year ended 31 December For the year ended 31 December 2017 2016 RMB RMB Net profits before taxation and extraordinary items 117,520,722 26,229,803 Net profits after taxation and extraordinary items 94,684,299 19,369,096 The unaudited consolidated total asset value and net asset value of Target Company A as at 30 June 2018 were approximately RMB1,426,692,069 and RMB405,402,606 respectively. Target Company B Set out below is a summary of certain audited consolidated financial information of Target Company B for the two years ended 31 December 2017: For the period from 8 August For the 2017 to year ended 31 December 31 December 2017 2016 RMB RMB Net losses before taxation and extraordinary items 70,398 N/A Net losses after taxation and extraordinary items 70,398 N/A The unaudited consolidated total asset value and net asset value of Target Company B as at 30 June 2018 were approximately RMB107,195,481 and RMB22,050,631 respectively. Target Company B was established on 8 August 2017. Target Company C Set out below is a summary of certain audited consolidated financial information of Target Company C for the two years ended 31 December 2017: For the period from 14 March For the 2017 to year ended 31 December 31 December 2017 2016 RMB RMB Net profits before taxation and extraordinary items – N/A Net profits after taxation and extraordinary items – N/A The unaudited consolidated total asset value and net asset value of Target Company C as at 30 June 2018 were approximately RMB73,638,983 and RMB4,621,634 respectively. Target Company C was established on 14 March 2017. Target Company D Target Company D was establish...
INFORMATION ON THE TARGET COMPANIES. 4.1 Information on the Target Companies The information on the Target Companies as set out in this paragraph was provided by the Vendors. The Company and the Directors have not independently verified the accuracy and correctness of such information herein. The sole responsibility of the Directors and the Company for the purpose of such information has been to ensure that such information has been accurately and correctly extracted and reproduced in this Announcement in its proper form and context. SC Group is a private limited company incorporated in the Republic of Singapore. As at the date of the Sale and Purchase Agreement, the issued and fully paid up capital of SC Group is S$2,000 comprising 1,000,000 ordinary shares. SC Group together with its subsidiaries and associate companies (the “Target Group”), is primarily engaged in the business of building construction in Singapore. Established in the 1960s, the Target Group has grown into one of Singapore’s larger building construction groups and currently has a workforce of over 400. Straits Construction Singapore Pte Ltd, a principal subsidiary within the Target Group is rated as an A1 grade contractor for general building by the Building and Construction Authority of Singapore (BCA) which allows it to tender for public sector projects without any limits on value. The Target Group’s projects comprise public housing projects by the Housing Development Board (HDB), private residential and commercial developments. Having completed close to 100 projects since its establishment, the Target Group has won many awards along the way from the BCA, HDB and Ministry of Manpower (MOM). In September 2013, the Target Group received HDB’s Distinguished Construction Award for its quality work, innovative building methods, project management and efforts to engage the community in building Casa Clementi, Singapore’s largest public housing project consisting of 2,234 dwelling units in 10 apartment blocks of which four are 40-storey blocks. In 2010, the Target Group, together with several partners, set up a joint venture company in China to develop a land parcel of approximately two square kilometers. The land, zoned for mixed development, will comprise private residential apartments, a golf and country club, commercial areas, as well as a five star hotel. The first phase of the project comprising over 1,000 residential apartments was completed in the fourth quarter of 2013.
INFORMATION ON THE TARGET COMPANIES. The table below sets out the information on the Target Companies under each of the Third Phase Share Purchase Agreements: No. Third Phase Share Purchase Agreements Information on the Target Companies I Xxxxxx Xxxxxxx Share Purchase Agreement Hainan Yicheng is a company established in the PRC with limited liability, which is directly owned as to 88.37% by Suzhou GCL New Energy, 8.61% by Xx. Xxxx Xxxxxxx* (陳奶屏) and 3.02% by Mr. Xxx Xxxxxxx* (孫建文), both being independent third parties to GCL-Poly and GNE, respectively and an indirect subsidiary of GNE and GCL-Poly. Xxxxxx Xxxxxxx is principally engaged in the operation of solar power plants in the PRC.
INFORMATION ON THE TARGET COMPANIES. The Best Accolade Group, comprising Best Accolade, City Path and PRC Co 1, was established in 2013. Other than their investment in PRC Co 1, Best Accolade and City Path do not hold any other material assets. PRC Co 1 has a team of professional staff including project managers, architect, engineers and marketing consultants experienced in property development in the PRC and has been providing property development consultancy services to the Group. As at 31 May 2014, the Best Accolade Group had unaudited total assets of approximately HK$4.8 million and unaudited total liabilities of approximately HK$13.0 million, which included the Shareholder Loan of approximately HK$12.0 million. The Best Accolade Group has not recorded any revenue. For the period commencing from the establishment of the Best Accolade Group to 31 December 2013, the Best Accolade Group reported unaudited net loss before and after tax of approximately HK$3.1 million. PRC Co 2 was established in 2012 in the PRC. It is qualified and licensed to conduct property management business in Chengdu, Sichuan Province, the PRC. As at 31 May 2014, PRC Co 2 had unaudited total assets of approximately HK$3.4 million and unaudited total liabilities of approximately HK$51,000. PRC Co 2 has not commenced its business and has not recorded any revenue. For the period from the date of its establishment to 31 December 2012, PRC Co 2 reported unaudited net loss before and after tax of approximately HK$21,000. For the year ended 31 December 2013, PRC Co 2 reported unaudited net loss before and after tax of approximately HK$0.2 million.
INFORMATION ON THE TARGET COMPANIES. Century Profit is a single purpose vehicle and was incorporated under the laws of Hong Kong, the business of which as at the date of this announcement is the holding of 90% equity interest in Wangfu. Xxxxxx in turn holds 38% equity interests in the Project Company, a limited company established under the laws of the PRC. The Project Company is a project company and its sole business is the acquisition and development of the Project Land and the subsequent sale and leasing of the properties built on the Project Land. The Project Company has obtained the Project Land by entering into a 《 Beijing State Land Use Right Transfer Contract 》on 31 August 2004 and a supplemental agreement on 1 February 2007. According to the said agreements, terms of for residential use and commercial use of the Project Land are 70 years and 40 years respectively, commencing from 31 August 2004. The Project Land is free from any charge or mortgage. Under the existing development plan, the Project Land will be developed into a luxury residential, commercial and hotel complex (including an underground car park) having a total gross floor area of approximately 247,646.3 square meters. The Project Land started construction in May 2006 and it is expected that the construction will be completed in 2010. Further information on the Target Companies as at the date of this announcement:
INFORMATION ON THE TARGET COMPANIES. Target Company I is a company with limited liability established under the laws of the PRC and is owned as to 90% by the Vendor I immediately prior to Completion. It is principally engaged in bioengineering technology research; sales of plant fat, plant extracts, plant superfine powder, solid beverages. As of 31 October 2018, Target Company I has not commenced its business or operation and is still in progress of construction of plants. The plants is located at the site No. JN06-08- 2 of Jingnan Branch, Zhongshan (Chaozhou) Industrial Transfer Park* (中山（潮州）產業轉移工業園徑南分園JN06-08-2地塊) (formerly known as Shenzhen (Chaozhou) Industrial Transfer Park, Jingnan Branch (深圳（潮州）產業轉移工業園徑南分園)). The construction is currently suspended due to insufficient funds. The total planned construction area of plants is 30,422 square meters. As at the date of this announcement, there are remaining area of approximately 15,000 square meters which is subject to further construction. The remaining construction is expected to be completed within 180 days when sufficient fund is available. Target Company II is a company with limited liability established under the laws of the PRC and is owned as to 90% by the Vendor II immediately prior to Completion. It is principally engaged in sales of packaging materials, daily necessities, plastic products, environmentally friendly materials. As of 31 October 2018, Target Company II has not commenced its business or operation and is still in progress of construction of plants. The plants is located in at the site No. JN06-05- 2 of Jingnan Branch, Zhongshan (Chaozhou) Industrial Transfer Park* (中山（潮州）產業轉移工業園徑南分園JN06-05-2地塊) (formerly known as Shenzhen (Chaozhou) Industrial Transfer Park, Jingnan Branch (深圳（潮州）產業轉移工業園徑南分園)). The construction is currently suspended due to insufficient fund. The total planned construction area of the plant is 30,000 square meters. As at the date of this announcement, there are remaining area of approximately 6,000 square meters which is subject to further construction. The remaining construction is expected to be completed within 120 days when sufficient fund is available. Financial information of the Target Company I The unaudited adjusted net asset value of Target Company I as of 31 October 2018 was approximately RMB9,858,471.13. As at 31 October 2018, the outstanding shareholder’s loan of Target Company I amounted to RMB7,410,256.69. Since Target Company I has not commenced any business since incorporation it did not...
