Tianneng Power International Limited (Tianneng Power) disclosed that on 30 October 2026 Tianneng New Materials—its 75%-owned subsidiary—signed an Equity Transfer Agreement with Tianchang Holding and Anhui Xinna New Material Technology.
Transaction structure • Tianneng New Materials will acquire 50.10% of Anhui Xinna for RMB150.30 million (USD20.5 million). • Payment will be made through Tianneng New Materials issuing RMB17.19 million of new registered capital to Tianchang Holding (a 98% affiliate of Tianneng Power’s chairman, Dr. Zhang Tianren). • Post-deal, Tianneng New Materials will hold 50.10% of Anhui Xinna, which will become its consolidated subsidiary. • Tianchang Holding’s equity in Tianneng New Materials will rise to 33.35% (from 25.00%), reducing the Tianneng Power Group’s indirect stake in Tianneng New Materials to 66.65% (from 75.00%). This constitutes a deemed disposal under HKEX rules.
Valuation highlights • Independent valuer Beijing Zhongjiancheng set Anhui Xinna’s equity value at RMB300.19 million (USD40.9 million) using a market approach weighted 60% to price-to-research ratio and 40% to price-to-book ratio. • Tianneng New Materials’ equity was appraised at RMB1.20 billion (USD163.9 million) via an asset-based approach. • The swap is therefore priced on a “substantially equivalent value” basis, according to the board.
Financial snapshot Tianneng New Materials (PRC GAAP): • FY 2025 net loss: RMB34.30 million • FY 2025 total assets: RMB2.44 billion; net assets: RMB1.11 billion
Anhui Xinna (PRC GAAP): • FY 2025 net loss: RMB8.70 million • FY 2025 total assets: RMB72.86 million; net assets: RMB58.05 million
Strategic rationale Combining Tianneng New Materials’ battery recycling expertise with Anhui Xinna’s R&D in sodium-ion and lithium iron phosphate cathode materials is expected to enhance the Group’s technical capabilities across the battery-recycling value chain and strengthen its position in China’s expanding new-energy battery market.
Regulatory position • The deal is a connected transaction and a deemed disposal under HKEX Chapter 14A and Rule 14.29 respectively. • All size tests are below the 5% threshold; thus, only announcement and reporting obligations apply—no shareholder approval or circular is required.
Financial impact Anhui Xinna’s assets and liabilities will be fully consolidated after completion, expanding the Group’s asset base. As consideration is settled via issuance of new capital without loss of control over existing subsidiaries, no disposal gain or loss is anticipated; final accounting impact awaits audit confirmation.
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