On the evening of July 31, Huacan Optoelectronics made an announcement stating that the company had decided to seek the suspension of the share issuance process aimed at purchasing the equity of Harmony Corelight (Yiwu) Optoelectronics Technology Co., Ltd. (referred to hereafter as "Target Company" or "Harmony Optoelectronics") from the China Securities Regulatory Commission (CSRC).
Huacan Optoelectronics plans to acquire 100% of the equity in Harmony Optoelectronics, which is held by New Sure Limited and Yiwu Harmony Corelight Equity Investment Partnership (Limited Partnership), through a share issuance for asset purchases. Additionally, the company intends to raise matching funds by soliciting no more than five specific investors. The share issuance price for the acquired assets was initially set at 6.95 yuan per share. Following the company's 2016 dividend distribution of 0.5 yuan in cash for every 10 shares on May 17, 2017, the share issuance price was adjusted to 6.90 yuan per share. The total amount of funds raised must not exceed 200 million yuan. The success of the fundraising for the matching funds does not influence the implementation of the asset acquisition via share issuance.
As of December 31, 2016, the estimated value of the underlying assets was approximately 1.719 billion yuan. However, the Target Company, Harmony Optoelectronics, does not engage in any actual business operations. Its primary asset consists of a 100% stake in MEMSIC, Inc., held by its Hong Kong subsidiary. Based on the valuation of the aforementioned 100% equity, the transaction amount for this deal stands at 1.65 billion yuan.
On July 3, 2017, the company received a "Notice of Acceptance of Administrative Licensing Application" issued by the CSRC on June 30, 2017, under reference number 171031. The CSRC reviewed the administrative license application materials submitted by Huacan Optoelectronics regarding the approval of share issuance for listed companies and determined that the application materials were complete and compliant with legal standards. Consequently, the CSRC decided to accept the application for administrative licensing.
During the planning and promotion of this asset purchase, the company diligently followed the relevant regulations of the CSRC and the Shenzhen Stock Exchange. This included conducting due diligence, auditing, and evaluation work on the Target Company. The company also held board meetings and shareholder general meetings to approve the related transaction proposals. Moreover, the relevant matters involving the transaction were reviewed by the U.S. Committee on Foreign Investment (CFIUS).
Currently, the validity period of some financial data in the application documents for share issuance has expired. As a result, both the company and the Target Company require supplementary audits. Presently, the company, the Target Company, and the auditing institution are working to complete these necessary audits.
In order to effectively protect the interests of all shareholders, especially those of smaller investors, the company convened its third meeting of the third board of directors on July 29, 2017. It reviewed and approved the proposal to suspend the major asset restructuring. After careful consideration and consultation with the parties involved in the transaction, it was decided to temporarily halt the review of the company’s share issuance for asset purchases and to submit an application for suspension of the review to the CSRC. Once the conditions are appropriate, the company will resume the process.
The suspension of the share issuance for asset purchases will not significantly impact the company's ongoing production and operational activities. Although the company is currently seeking to pause the review of the assets being purchased via share issuance, it remains committed to advancing the relevant work of this transaction. Upon completion of the necessary steps, the company will promptly reapply to resume the review of this administrative license application.
400-600 Kw Diesel Generator,Diesel Generating Sets,100Kw Diesel Generating Sets,500Kw Diesel Generating Sets
Jinan Guohua Green Power Equipment Co.,Ltd. , https://www.guohuagenerator.com