Yunnan Energy International (01298): Direct Controlling Shareholder Changes to YEI(HK)

Stock News
Dec 29, 2025

Yunnan Energy International (01298) announced that the company has been informed that Hong Kong Yunnan Energy International Investment Limited (YEI(HK)) has acquired 201,196,995 shares of the company (the Target Shares), representing approximately 73.05% of the company's issued share capital as of the date of this announcement, from its wholly-owned subsidiary, Baodi International Investment Limited (Baodi). This share transfer was completed on December 29, 2025.

Following the transfer, YEI(HK) has become the company's direct controlling shareholder, while Baodi no longer holds any interest in the company.

The company's ultimate controlling shareholder remains Yunnan Energy Investment Group Co., Ltd. (YEIG), which was unchanged before and after the share transfer.

According to Rule 26.1 of the Hong Kong Code on Takeovers and Mergers, the acquisition of over 30% of the company's voting rights by YEI(HK) as a result of the share transfer would normally trigger a mandatory general offer for all the issued shares of the company, unless an exemption is granted by the Executive Director of the Corporate Finance Division of the Securities and Futures Commission.

In this regard, the company has been informed that YEI(HK) applied for an exemption from the obligation to make a mandatory general offer pursuant to Rule 26.1, Note 6(a) of the Takeovers Code, and this exemption was approved by the Executive Director on September 9, 2025.

The company understands that the rationale for the share transfer is that, upon completion, YEI(HK) will directly hold all the Target Shares previously held by its subsidiary Baodi, thereby reducing one layer of the holding structure and simplifying the equity ownership of the company's controlling shareholder.

The company believes that the share transfer will not have any material adverse impact on the financial and operational conditions of the company and its subsidiaries.

The composition of the company's board of directors remains unchanged.

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