300332SZSE
🚨 Material Event

Tianhao Energy Co., Ltd. Issuance of Shares and Payment of Cash to Purchase Assets and Raise Supporting Funds and Related Transaction Plan (Summary)

Top Resource Energy Co., Ltd.··42 pages

✨ AI Summary

Tianhao Energy plans to issue shares and pay cash to acquire 100% of Tianhao New Energy's equity, and raise supporting funds. The transaction aims to integrate biomass power generation with existing energy businesses, enhancing market competitiveness. This is classified as a material event with high importance.

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Full Translation

AI Translation· gemini_document

Statement of Listed Company

The Company and all directors and senior management guarantee the truthfulness, accuracy, and completeness of the contents of this summary plan, and that there are no false records, misleading statements, or material omissions, and they shall bear corresponding legal responsibilities for their truthfulness, accuracy, and completeness.

The Company's controlling shareholder, actual controller, all directors, and senior management promise that if the information provided or disclosed in this transaction or application documents is suspected of false records, misleading statements, or material omissions, and is investigated by judicial authorities or investigated by the China Securities Regulatory Commission, the Company/individual will not transfer its equity in Tianhao Energy (if any) before the investigation conclusion is formed. Within two trading days of receiving the investigation notice, the Company/individual will submit a written application for suspension of trading and stock account information to the board of directors of Tianhao Energy, and the board of directors will apply for lock-up on behalf of the Company/individual to the stock exchange and clearing house. If the lock-up application is not submitted within two trading days, the board of directors is authorized to verify and directly report the Company/individual's identity and account information to the stock exchange and clearing house for lock-up; if the board of directors fails to report the Company/individual's identity and account information to the stock exchange and clearing house, the stock exchange and clearing house are authorized to directly lock up the relevant shares. If the investigation concludes that there are illegal or irregular circumstances, the Company/individual promises to voluntarily use the locked-up shares for compensation arrangements for relevant investors.

As of the signing date of this summary plan, the audit and valuation work related to this transaction has not yet been completed. The data of the target company involved in this summary plan has not yet been audited by the accounting firm or valued by the valuation institution. All directors and senior management of the Company guarantee the truthfulness and reasonableness of the data quoted in this summary plan. The audited financial data of the relevant assets and the asset valuation results will be disclosed in the restructuring report of this transaction.

The matters described in this summary plan do not represent any substantive judgment or guarantee by the China Securities Regulatory Commission or the Shenzhen Stock Exchange on the investment value of this security or the returns of investors, nor do they indicate that the China Securities Regulatory Commission and the Shenzhen Stock Exchange guarantee the truthfulness, accuracy, and completeness of the restructuring plan. The effectiveness and completion of the matters related to this transaction described in this summary plan are subject to the Company's board of directors' further review and approval, shareholder approval, and approval, registration, or consent from the relevant regulatory authorities. Any decision or opinion made by the approval authority on the matters related to this transaction does not indicate any substantive judgment or guarantee on the value of the Company's stock or the returns of investors.

All shareholders and other public investors are advised to carefully read all information disclosure documents related to this transaction and make prudent investment decisions. The Company will disclose relevant information in a timely manner based on the progress of this transaction, and reminds shareholders and other investors to pay attention.

Statement of Transaction Counterparty

The transaction counterparties for this transaction have issued letters of commitment, undertaking as follows:

They guarantee that the information disclosed or provided regarding this transaction is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions, and they undertake individual and joint responsibility for the truthfulness, accuracy, and completeness of the above information.

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