1. Type of merger (e.g., merger, split, acquisition, share transfer): Simplified merger 2. Date of occurrence: June 8, 2026 (115/6/8) 3. Names of participating companies (e.g., merging counterparty, newly established company, target company for acquisition or share transfer): Surviving company: Hengyuan New Energy Co., Ltd. (hereinafter "Hengyuan New Energy") (100% subsidiary of Wah Lee); Dissolving company: Yongheng New Energy Co., Ltd. (hereinafter "Yongheng New Energy") (100% subsidiary of Hengyuan New Energy). The name of the surviving company after merger remains "Hengyuan New Energy Co., Ltd." 4. Counterparty (e.g., merging counterparty, transferee company, target of share acquisition): Yongheng New Energy 5. Whether the counterparty is a related party: Yes 6. Relationship between the counterparty and the company (investee company where the company holds XX% through reinvestment), and explanation of the reason for selecting a related enterprise or related person as the target of acquisition or share transfer and whether shareholders' rights are affected: Yongheng New Energy is a 100% subsidiary of Hengyuan New Energy. The merger adopts the "absorption merger" method to facilitate corporate integration and does not affect the shareholders' rights of Hengyuan New Energy. 7. Purpose and conditions of the merger, including reasons, consideration, and payment timeline: Corporate integration to respond to future industry development and enhance the company's competitiveness. 8. Expected benefits after the merger: Overall improvement in operational efficiency. 9. Impact of the merger on net value per share and earnings per share: None. 10. Type of merger consideration and funding source: Not applicable. 11. Stock exchange ratio and its calculation basis: Not applicable. 12. Unreasonable opinions from accountants, lawyers, or securities underwriters for this transaction: Not applicable. 13. Name of accounting firm, law firm, or securities underwriter: Not applicable. 14. Name of accountant or lawyer: Not applicable. 15. License number of accountant or lawyer: Not applicable. 16. Content of the reasonableness opinion issued by an independent expert on the stock exchange ratio, cash or other property distributed to shareholders: Not applicable. 17. Scheduled completion date: Merger effective date is July 10, 2026 (115/7/10). 18. Matters related to the surviving or newly established company assuming the rights and obligations of the dissolving (or split) company: From the merger effective date, Hengyuan New Energy will assume all rights and obligations of Yongheng New Energy. 19. Basic information of participating companies: Hengyuan New Energy: Main business is renewable energy self-use power generation equipment. Yongheng New Energy: Main business is renewable energy self-use power generation equipment. 20. Matters related to the split: Not applicable. 21. Conditions and restrictions on future transfer of the merged shares: Not applicable. 22. Plans after the merger is completed: This merger is a simplified merger between parent and subsidiary, not applicable. 23. Other important agreed matters: None. 24. Other significant matters related to the merger: Not applicable. 25. Whether any director dissented from this transaction: No. 26. Information on interested directors involved in the merger transaction: Not applicable. 27. Whether the business model is changed: No. 28. Explanation of business model change: Not applicable. 29. Transactions with the counterparty in the past year and expected in the next year: Not applicable. 30. Funding source: Not applicable. 31. Other explanatory matters: None.
Note 2: Matters related to the surviving or newly established company assuming the rights and obligations of the dissolving company include the handling principles for treasury shares and issued equity-linked securities. Note 3: Basic information of participating companies includes the company name and main business content. Note 4: If there is a change in the business model, please describe the change in business scope, product line expansion/reduction, process adjustment, horizontal/vertical integration, or other adjustments to the business structure. Note 5: For non-private equity funding mergers, you may fill in "Not applicable." Note 6: If approval from domestic or foreign regulatory authorities (e.g., Investment Commission, Fair Trade Commission, Antitrust Bureau, or other agencies) is required before the completion of this case, relevant matters should be described. Note 7: If a financial holding company acquires shares of a publicly listed company through a public tender offer, it shall still announce and disclose material information on the date of occurrence. However, according to Article 8 of the "Financial Holding Company Investment Management Regulations," the offer conditions (including price, quantity, and period) shall not be disclosed before approval from the competent authority. After the case is approved, the content shall be updated or supplemented immediately.
FACT BOX
- Source: PR Times
- Category: Partnership
- Dates in source: 115/6/8