On 3 November 2016, CGN New Energy Investment (Shenzhen) Company Limited*（中廣核新能源投資（深圳）有限公司）, a wholly-owned subsidiary of CGN New Energy(the “CGN New EnergySubsidiary”),signed a framework agreement(the “Framework Agreement”) withChina Huishan Dairy Holdings Company Limited (“Huishan Dairy”) at Shenzhen CGN Building for their cooperation in developing photovoltaic power generation projects. Mr. Lin Jian, President and Executive Director of CGN New Energy, and Mr. Yang Kai, Chairman and Chief Executive Officer of Huishan Dairy, being representatives of the cooperating parties, presented and executed the Framework Agreement at the ceremony.
Optimising on their respective strengths, and leveraging on the dairy farms of Huishan Dairyand the resources from the parties as well as the expertise possessed by CGN New Energyon photovoltaic power generation, the parties concluded the Framework Agreement in relation to photovoltaic grid-connected power generation projects at dairy farms in the PRC. The parties proposed to develop and construct photovoltaic power generation projects in the dairy farms of Huishan Dairy, and agreed to collaborate by means of equity transfer of or capital contribution to the target company, Huishan Lingkong New Energy (Group) Co., Ltd.*（輝山淩空新能源（集團）有限公司）(the “Target Company”), a wholly-owned subsidiary of Huishan Dairy. According to the Framework Agreement, upon satisfaction of the due diligence investigation on the Target Company and subject to the fulfilment of other conditions precedent to be agreed by the parties, the CGN New EnergySubsidiaryintends to hold 51% equity interest of the Target Company by acquiring the equity interest of the Target Company from Huishan Dairy or by capital contribution to the Target Company to achieve controlling shareholding.
After becoming a controlling shareholder of the Target Company, CGN New Energyshall cooperate with Huishan Dairyon the construction of supporting photovoltaic facilities at the dairy farms. CGN New Energyshall be mainly responsible for purchasing components and materials for the photovoltaic power stations, while Huishan Dairyshall be mainly responsible for the construction and management at the photovoltaic power stations, and the project construction team shall be established jointly by both parties. In order to maximise shareholder interests for both parties, during the period from the establishment of the Target Company to the end of its fifth year of operation, the parties may negotiate to, in accordance with the relevant laws and regulations and the relevant requirements of the regulatory authorities and the Stock Exchange, transfer the entire equity interest of the Target Company held by Huishan Dairyinto CGN New Energy. All terms and conditions in respect of the cooperation shall be subject to the definitive and legally binding transaction documents to be entered into by the parties.
Huishan Dairy, the cooperatingparty, is a conglomerate specialised in planting of forage grass, processing of concentrated feeds, breeding of quality dairy, manufacturing and sales of all dairy products. Huishan Dairyis a leading company in the PRC dairy industry with the largest operation scale which can satisfy the need for manufacturing its liquid milk products and milk powder products under its own brand by 100% utilising the raw milk produced from its own farms.