Hengli Heavy Industries plans to use Songfa Shares (603268.SH) to list its main marine and high-end equipment business

Zhitong Finance App News, Songfa Co., Ltd. (603268.SH) announced that the company intends to replace the equivalent portion of all assets and operating liabilities held by it as of the evaluation reference date with 50% of the shares of Hengli Heavy Industries Group Co., Ltd. (“Hengli Heavy Industries”) held by Suzhou Zhongkun Investment Co., Ltd. (“Zhongkun Investment”). At the same time, the company plans to purchase assets from counterparties by issuing shares, including: 1. Invest from Zhongkun to buy the difference in the major asset replacement; 2. Purchase the remaining 50% of their total shares in Hengli Heavy Industries from Suzhou Hengneng Supply Chain Management Co., Ltd. (“Suzhou Hengneng”), Hengneng Investment (Dalian) Co., Ltd. (“Hengneng Investment”), and Chen Jianhua; the issue price is 10.16 yuan/share. In addition, the company plans to issue shares to no more than 35 specific investors to raise supporting capital.

Prior to this transaction, listed companies were mainly engaged in R&D, production and sales of daily-use ceramic products. The main products included daily-use porcelain, fine porcelain and ceramic wine bottles. Through this transaction, the listed company will strategically withdraw from the daily-use ceramic products manufacturing industry, and Hengli Heavy Industries will become a wholly-owned subsidiary of the listed company. The future main business of listed companies will be R&D, production and sales of ships and high-end equipment. Hengli Heavy Industries covers various aspects of business, such as independent production of upstream engines and midstream shipbuilding.

As of the signing date of the plan, the audit and evaluation of the transaction had not been completed, and the valuation and pricing of the underlying assets had not yet been determined; the transaction is expected to constitute a major asset restructuring. Before and after this transaction, the actual controllers of the company were Chen Jianhua and Fan Hongwei. The trading partners for this restructuring are Zhongkun Investment, Suzhou Hengneng, Hengneng Investment, and Chen Jianhua. Among them, Chen Jianhua is the actual controller of the company, while Zhongkun Investment, Suzhou Hengneng, and Hengneng Investment are enterprises controlled by Chen Jianhua and Fan Hongwei, the actual controllers of the company.