LongiTech Smart Energy Holding Limited (SEHK:1281) entered into the sale and purchase agreement to acquire Sino Renewable Energy Investment Limited from China Ruifeng Renewable Energy Holdings Limited (SEHK:527) for approximately HKD 200 million on November 7, 2018. In consideration, LongiTech Smart Energy Holding Limited will issue 88.8 million convertible bonds at conversion price of HKD 2.2 per conversion share at completion of the transaction. Upon completion, Sino Renewable Energy Investment Limited will cease to be a subsidiary of China Ruifeng Renewable Energy Holdings Limited.

As at October 31, 2018, Sino Renewable Energy Investment Limited has net assets of HKD 186 million. Completion is subject to Sino Renewable Energy Investment Limited having completed debt restructuring, due diligence review by LongiTech Smart Energy Holding Limited, the listing committee of the Stock Exchange having granted the approval for the listing of, and permission to deal in, the conversion shares on the Stock Exchange and such approval having remained in full force and effect, approvals of government and statutory regulators, the approval of Board of Directors and shareholders of LongiTech Smart Energy Holding Limited, China Ruifeng Renewable Energy Holdings Limited and Sino Renewable Energy Investment Limited, all the necessary consent and waiver by third parties in connection with the transactions and Sino Renewable Energy Investment Limited and the employees retained having signed and delivered their respective undertakings to ensure that there will be no change in the existing management of Sino Renewable Energy Investment Limited. As of November 20, 2018, LongiTech Smart Energy Holding Limited obtained the conditional approval for the listing of and permission to deal in the conversion shares.

However, as additional time is required for additional conditions, the long stop date was extended from November 20, 2018 to December 7, 2018. As additional time is required for the satisfaction of the conditions precedent under the Sale and Purchase Agreement, the parties have entered into a letter of extension dated December 7, 2018 to extend the Long Stop Date from December 7, 2018 to January 10, 2019.

LongiTech Smart Energy Holding Limited (SEHK:1281) cancelled the acquisition of Sino Renewable Energy Investment Limited from China Ruifeng Renewable Energy Holdings Limited (SEHK:527) on January 10, 2019. The transaction has been terminated as certain conditions precedent under the sale and purchase agreement have not fulfilled and/or waived on or before 10 January 2019 and the parties to the agreement have not agreed on any further extension of the long stop date.