HXTL to Realise RMB525.00 Million via 70% Net Disposal of Solar Assets through Quasi-REITs

Hengxin Technology Ltd. (HXTL) disclosed a major transaction that will monetise 70% of its Delingha solar-thermal power assets through a privately traded quasi-REITs structure, generating estimated external proceeds of RMB525.00 million.

The deal will be executed in three inter-conditional steps:

1. Zhongguang New Energy, HXTL’s 51%-held subsidiary, will sell 100% of a newly formed SPV to the REITs manager for a token RMB0, after which the manager will inject RMB250.00 million in equity and extend an estimated RMB500.00 million shareholder loan to the SPV. 2. The SPV will acquire 100% of the Project Company—which owns two operational solar-thermal molten-salt storage plants (10 MW & 50 MW)—for RMB749.00 million. 3. At issuance, Zhongguang New Energy will subscribe for 30% of the REITs units for RMB225.00 million, leaving a 70% economic interest with external investors.

The quasi-REITs is expected to raise RMB750.00 million in total. Under alternative size tests accepted by the Hong Kong Stock Exchange, the transaction is treated as a single net disposal of 70% of the underlying assets and therefore constitutes a Major Transaction, requiring shareholder approval at an extraordinary general meeting (EGM).

HXTL expects no gain or loss on disposal because the REITs and Project Company will remain consolidated under HKFRS 10, given continuing control through veto rights, management committee representation and operational control via subsidiary Heli Qinghai.

Net cash inflow after expenses is projected at approximately RMB460.00 million. The company plans to allocate around RMB400.00 million to the 350 MW Delingha solar-thermal project and retain roughly RMB60.00 million as general working capital.

Key milestones include signing of the SPV and Project Company sale agreements on or before 21 September 2026, despatch of a circular by 1 September 2026, and an EGM for shareholder approval. No existing shareholders are required to abstain from voting. HXTL cautions that completion remains subject to these approvals and other conditions precedent.