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<h4 class="headLine" style="width:100%;text-align:right;">Thursday 07 July, 2022</h4>
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<h3>Ming Yang Smart Engy</h3>
<h2>Intention to Float</h2>
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<div style="text-align:left;font-family:Arial, Helvetica, sans-serif; font-size: 10pt;">
<div>RNS Number : 6641R</div>
<div>Ming Yang Smart Energy Group Ltd</div>
<div>07 July 2022</div>
<div> </div>
</div>
<div class="fr-view-element">
<div class="bx">
<p class="cu">
<span>NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
DISTRIBUTE THIS ANNOUNCEMENT.</span>
</p>
<p class="cu">
<span>THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND NOT AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA
OR THE PEOPLE'S REPUBLIC OF CHINA.</span>
</p>
<p class="cu">
<span>Neither this announcement, nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Investors should not subscribe for or
purchase any securities referred to in this announcement except solely on the basis of the information contained in a prospectus in its final form (together with any supplementary prospectus, if relevant, the "<span
style="font-weight: bold;">Prospectus</span>"), including the risk factors set out therein,</span>
<span>expected to be</span>
<span>published by Ming Yang Smart Energy Group Limited</span>
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<span>proposed</span>
<span>admission of such GDRs to the standard listing segment of the Official List of the United Kingdom Financial Conduct Authority (the "<span style="font-weight: bold;">FCA</span>")</span>
<span>and to trading on the Shanghai-London Stock Connect segment of the main market for listed securities</span>
<span>(the "<span style="font-weight: bold;">Main Market</span>") of London Stock Exchange plc</span>
<span>(the "<span style="font-weight: bold;">LSE</span>"). A copy of any Prospectus published by the Company will, if published, be available for inspection on the Company's website at http://www.myse.com.cn, subject to
certain access restrictions.</span>
</p>
<p class="cv">
<span>7</span>
<span>July 2022 </span>
</p>
<p class="cw" style="text-align:center;">
<span style="font-weight: bold;">
<span>MING YANG SMART ENERGY GROUP LIMITED</span>
</span>
</p>
<p class="cw" style="text-align:center;">
<span style="font-style: italic;">
<span class="cq">(a joint stock company established under the laws of the People's Republic of China with limited liability)</span>
</span>
</p>
<p class="cw" style="text-align:center;">
<span style="font-weight: bold;">
<span>Intention to List Global Depositary Receipts<br> on the London Stock Exchange</span>
</span>
</p>
<p class="cu">
<span>Ming Yang Smart Energy Group Limited ("<span style="font-weight: bold;">Ming Yang</span>" or the "<span style="font-weight: bold;">Company</span>", and together with its subsidiaries, the "<span
style="font-weight: bold;">Group</span>"), a leading wind turbine manufacturer in China, today announces its intention to proceed with an offering (the "<span style="font-weight: bold;">Offering</span>") of global
depositary receipts (the "<span style="font-weight: bold;">GDRs</span>")</span>
<span>with each GDR representing</span>
<span>5</span>
<span>A shares of the Company, each</span>
<span>with a fully paid nominal value of RMB1.00 each (the "<span style="font-weight: bold;">A Shares</span>")</span>
<span>(the "<span style="font-weight: bold;">Offer GDRs</span>")</span>
<span>.</span>
<span>The Offering is expected to raise approximately USD 550 million.</span>
</p>
<p class="cu">
<span>The Offering is</span>
<span>expected to price no</span>
<span>lower than USD 20.22 per GDR. The final offer price</span>
<span>in respect of the Offering (the "<span style="font-weight: bold;">Offer Price</span>")</span>
<span>will be determined based on a book-building process. The</span>
<span>book-building process</span>
<span>is expected to commence immediately and end today.</span>
</p>
<p class="cu">
<span>The GDRs are expected to be admitted to listing on the standard segment of the Official List maintained by the FCA and to trading on the Shanghai-London Stock Connect segment of the Main Market of the LSE (together the
"<span style="font-weight: bold;">Admission</span>"). Admission and commencement of unconditional trading in the GDRs is expected to take place on or around 13 July 2022.</span>
</p>
<p class="cx">
<span style="font-weight: bold;">
<span> </span>
</span>
</p>
<p class="cx">
<span style="font-weight: bold;">
<span>ZHANG Chuanwei</span>
</span>
<span style="font-weight: bold;">
<span>,</span>
</span>
<span style="font-weight: bold;">
<span>Chairman</span>
</span>
<span style="font-weight: bold;">
<span>of the Company,</span>
</span>
<span style="font-weight: bold;">
<span>commented</span>
</span>
<span style="font-weight: bold;">
<span>:</span>
</span>
</p>
<p class="cu">
<span style="font-style: italic;">
<span>"With great pleasure, I am honoured to confirm Ming Yang's intention to list GDRs on the London Stock Exchange.</span>
</span>
</p>
<p class="cu">
<span style="font-style: italic;">
<span>Since being founded in 2006, Ming Yang has maintained a leading role both domestically and globally as a wind turbine manufacturer. Our company's mission is to provide accessible green and smart energy, and we aim to
become a leading full lifecycle renewable solutions provider. Through technological and business innovations, we have developed into a leading smart energy enterprise in China with global influence. We are gradually
becoming an industry leader in providing integrated wind power, photovoltaics, power storage and hydrogen power solutions.</span>
</span>
</p>
<p class="cu">
<span style="font-style: italic;">
<span>The GDR issuance of Ming Yang will enhance our international profile, further develop our internationalisation strategy, as well as expand our global and financing operations. We believe that the wind power industry
will continue to evolve towards larger and lower-cost wind turbines. Based on our strong independent and platform-based R&D capabilities, we will further accelerate the commercialization of offshore and deep-sea
floating wind turbines which we believe have strong growth potential.</span>
</span>
</p>
<p class="cu">
<span style="font-style: italic;">
<span>Shanghai-London Stock Connect is a remarkable achievement of the Economic and Financial Dialogue between China and the UK, and also a key measure to open up China's capital markets. We believe Ming Yang's GDR issuance
will not only be a landmark in the development of the company, but also enrich the Shanghai-London Stock Connect portfolio and provide better investment opportunities for global investors."</span>
</span>
</p>
<p class="cv">
<span> </span>
</p>
<p class="cv">
<span>Overview of the Offering</span>
</p>
<p class="cu">
<span>The Offering is expected to raise approximately USD 550 million, via GDRs, including GDRs which may be issued pursuant to the over-allotment option (the "<span style="font-weight: bold;">Over-Allotment Option</span>")
granted to UBS AG London Branch (the "<span style="font-weight: bold;">Stabilising Manager</span>"), acting on behalf of the Joint Bookrunners (as defined below), pursuant to which it may purchase or procure purchasers for
such number of GDRs equivalent to up to USD 50 million based on the Offer Price and representing no more than 10% of the total number of GDRs sold in the Offering (excluding the over-allotment GDRs). The Stabilising Manager
may make deferred settlement arrangements with one or more investors to facilitate its stabilisation action.</span>
</p>
<p class="cu">
<span>The Offer GDRs will represent newly issued A Shares of the Company. The Company will also apply to the Shanghai Stock Exchange (the "<span style="font-weight: bold;">SSE</span>") for admission to listing of the
underlying A Shares representing the Offer GDRs which is expected to be effective on the date of Admission.</span>
</p>
<p class="cu">
<span>The GDRs are expected to be admitted to listing on the standard segment of the Official List maintained by the FCA and to trading on the Shanghai-London Stock Connect segment of the Main Market of the LSE.</span>
</p>
<p class="cu">
<span>The Offering is expected to price no lower than USD 20.22 per GDR.</span>
</p>
<p class="cy">
<span>The Offering is expected to consist solely of newly issued GDRs representing underlying A Shares of the Company. No securities are expected to be sold by existing shareholders of the Company as part of the
Offering.</span>
</p>
<p class="cu">
<span>The Offer GDRs are being offered and sold outside the United States in "offshore transactions" within the meaning of Regulation S under the US Securities Act of 1933, as amended (the "<span
style="font-weight: bold;">Securities Act</span>").</span>
</p>
<p class="cu">
<span>The Offering is subject to the receipt of all relevant registrations and regulatory approvals.</span>
</p>
<p class="cu">
<span>Full details of the Offering, including the final Offer Price per Offer GDR and the final number of Offer GDRs, will be included in the Prospectus, expected to be published by the Company on or around 8 July 2022. Based
on the order book prepared during the book-building process, the Offer Price and the final number of GDRs to be offered are expected to be determined after the close of book-building later today.</span>
</p>
<p class="cu">
<span>Conditional trading in the GDRs on the LSE is expected to commence on a "when-issued" basis on or around 8 July 2022 and Admission and commencement of unconditional dealings in the GDRs on the LSE are expected to take
place on or around 13 July 2022. Investors should rely only on the information contained in the Prospectus when making a decision as to whether to invest in the GDRs.</span>
</p>
<p class="cu">
<span>UBS AG London Branch, HSBC Bank plc and CLSA Limited are acting as Joint Global Co-ordinators and Joint Bookrunners (together, the "<span style="font-weight: bold;">Joint Global Co-ordinators</span>"), and China
International Capital Corporation (UK) Limited and Haitong International Securities Company Limited are acting as Joint Bookrunners (together with the Joint Global Co-ordinators, the "<span style="font-weight: bold;">Joint
Bookrunners</span>").</span>
</p>
<p class="cu">
<span style="font-weight: bold;">
<span> </span>
</span>
</p>
<p class="cu">
<span style="font-weight: bold;">
<span>Use of Proceeds</span>
</span>
</p>
<p class="cu">
<span>The Company intends to use the net proceeds received from the Offering as follows:</span>
</p>
<p class="cz" style="text-align: left;">
<span class="cn">·</span>
<span>Approximately 60% of the net proceeds will be used to strengthen the Group's wind turbine manufacturing and</span>
<span>sales capabilities, which include the research, manufacturing and sales of the Group's wind turbines;</span>
</p>
<p class="cz" style="text-align: left;">
<span class="cn">·</span>
<span>Approximately 20% of the net proceeds will be used to promote the Group's internationalisation strategies;</span>
</p>
<p class="cz" style="text-align: left;">
<span class="cn">·</span>
<span>Approximately 10% of the net proceeds will be used to develop the Group's photovoltaics, power storage and hydrogen power capabilities; and</span>
</p>
<p class="cz" style="text-align: left;">
<span class="cn">·</span>
<span>Approximately 10% of the net proceeds will be used for working capital and</span>
<span>general corporate purposes.</span>
</p>
<p class="cv">
<span> </span>
</p>
<p class="cv">
<span>Overview of t</span>
<span>he Group</span>
</p>
<p class="cu">
<span>As a leading wind turbine manufacturer, the Group's mission is to provide accessible green and smart energy, and it aims to become a full lifecycle renewable solutions provider. Through technological and business
innovations, the Group has developed into a leading smart energy enterprise in China with global influence, gradually becoming an industry leader in providing integrated wind power, photovoltaics, power storage and hydrogen
power solutions.</span>
</p>
<p class="cu">
<span>The Group's business is primarily divided into three segments: wind turbine manufacturing and sales, wind and solar farm development and operation, and other renewable energy services:</span>
</p>
<p class="cz">
<span class="cn">·</span>
<span style="font-weight: bold;">
<span>Wind turbine manufacturing and sales</span>
</span>
<span>: The Group focuses on the manufacturing of wind turbines with high efficiency and reliability. To improve quality and reduce cost, the Group also engages in the R&D and manufacturing of core components of wind
turbines such as rotor blades. The Group has one of the most comprehensive wind power product portfolios in the industry in China in terms of range of unit capacity. The Group's main products include 1.5-7.0MW series onshore
wind turbines and 5.5-11MW series offshore wind turbines. These wind turbines are adaptable to different wind and climatic conditions, such as low temperature, dust, typhoon, salt fog, high altitude and other harsh
environments. At the same time, the Group focuses on developing deep-sea floating wind turbines and ultra-large offshore wind turbines of over 16MW, leading the trend of larger wind turbines. Benefiting from the Group's
strict quality control and continuous investment in R&D, the Group's products have been widely recognised by the market and industry as highly efficient and reliable, having low maintenance costs and achieving reliable
power coordination with the rest of the grid. The total capacity of wind turbines sold by the Group amounted to 6.03GW in 2021, representing a year-on-year increase of 57.2% from 2019; the total capacity of offshore wind
turbines sold by the Group amounted to 2.89GW in 2021, representing a year-on-year increase of 156.1% from 2019.</span>
</p>
<p class="cz">
<span class="cn">·</span>
<span style="font-weight: bold;">
<span>Wind and solar farm development and operation</span>
</span>
<span>: As an integrated renewable solutions provider, the Group is also engaged in the development and operation of wind and solar farms. Based on the asset-light "rolling development" operating philosophy, the Group has
different wind and solar farms that are under different stages of development, operations and sales. The wind and solar farm development and operation business creates valuable synergies with the Group's other businesses:
(i) the wind farms sold are equipped with the Group's wind turbines, contributing to the sales of the Group's wind turbines, and (ii) its customers are inclined to engage the Group for the provision of services in respect of
the wind and solar farms, which enhances the Group's overall branding and market position as an integrated renewable solutions provider. As at 31 December 2021, the Group's wind and solar farms had an installed capacity of
1.19GW connected to the grid and an installed capacity of 1.79GW under construction. The Group applies digital and smart technology to design, develop and optimize its wind farms and provide these wind farms with centralized
operation, maintenance and management. The customized solutions and smart operation services enable the Group to transparently manage the wind farms throughout their life cycle covering equipment transportation,
installation, commissioning, operation and maintenance, which helps to shorten the installation and trial time and reduce unexpected equipment failures and improve utilisation of the wind turbines. As a result, the Group's
wind and solar farms are highly efficient. In 2021, the average time available of the Group's renewable farms are 2,583 hours, compared to the national average of 2,246 hours for wind farms and 1,163 hours for solar farms.
Since 2020, the Group completed the sales of 11 projects with an aggregate capacity of 578.1MW.</span>
</p>
<p class="cz">
<span class="cn">·</span>
<span style="font-weight: bold;">
<span>Other renewable energy services</span>
</span>
<span>: The Group has engaged in other renewable energy services including renewable EPC services, sales of photovoltaic</span>
<span>products and distribution and sales of electricity. As a full life cycle renewable solutions provider, the Group has strategically expanded into other renewable energy businesses such as photovoltaics, energy storage,
hydrogen power and other related businesses. For example, in the area of photovoltaics, the Group has focused on solutions and applications related to building-integrated photovoltaics. The Group is constantly researching
and developing advanced solar and hydrogen technologies as well as renewable energy storage solutions. In the future, the Group will tap into multiple complementary energy sources to develop more energy storage facilities in
its wind and solar farms and further increase their electricity utilisation.</span>
</p>
<p class="cu">
<span>The Group has established a solid customer base with large power producers and other enterprises investing in clean energy, including central and local state-owned enterprises and listed companies. The Group has
nationwide production capabilities. The Group currently has 13 production bases covering the markets of its major customers.</span>
</p>
<p class="cu">
<span>Over the years, the Group has experienced significant growth in revenues and net profit. For the years ended 31 December 2019, 2020 and 2021, the Group's total operating revenue was RMB10,493.2 million, RMB22,457.0
million, RMB27,158</span>.0 million, representing a CAGR of 60.9% between 2019 and 2021. During the same period, the Group's total net profit was RMB661.3 million, RMB1,304.3 million and RMB2,959.4 million, representing a
CAGR of 111.5% between 2019 and 2021. The return on equity from 2019 to 2021 was 12.1%, 15.7% and 18.4%, respectively, providing a good return to the Group's shareholders.
</p>
<p class="cv">
<span> </span>
</p>
<p class="cv">
<span>Investment Highlights</span>
</p>
<p class="cv">
<span class="cl">The Group believes the competitive strengths set out below place it at the forefront of the wind turbine industry in China:</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group is a pioneer in the rapidly developing wind power industry and a globally leading wind turbine manufacturer based in China, the largest and fastest-growing wind power market in the world.</span>
</span>
</p>
<p class="cv">
<span class="cl">Founded in 2006, the Group has maintained a leading position in wind turbine manufacturing both domestically and globally and has experienced rapid growth in the past decade. According to Frost & Sullivan,
in terms of the total capacity of wind turbine order backlog, the Group ranked third globally as at 31 December 2021; in terms of newly installed total wind power capacity, the Group's global ranking has remained in the top
seven for the past five years, and its global market share has grown from 4.8% in 2017 to 7.7% in 2021. In China, the Group has remained in the top four for the past five years in terms of newly installed total wind power
capacity, and its market share has grown from 12.5% in 2017 to 13.7% in 2021. With regard to offshore wind power, the Group's global ranking has remained in the top ten for the past five years, and its market share of newly
installed offshore wind power capacity has increased from 0.6% in 2017 to 10.7% in 2021. In China, the Group's ranking has remained in the top five for the past five years, and its market share in terms of newly installed
offshore wind power capacity has grown from 2.6% in 2017 to 14.0% in 2021, ranking second in China.</span>
</p>
<p class="cv">
<span class="cl">With strong innovation capabilities and industry insights, the Group is an industry leader. Wind turbines have evolved in the following three dimensions: the motor and drives have developed from double-fed or
direct drive to hybrid drive; wind turbine size has grown from small to large with longer blades and larger swept area; and unit material consumption in terms of weight per MW of wind turbines has decreased. According to
Frost & Sullivan, the Group was the first among its main competitors to develop the semi-direct drive technology in 2008. The same source states that among the newly installed wind power capacity in China, the proportion
of wind turbines using the hybrid drive technology increased from 3.3% in 2017 to 15.5% in 2021, and is expected to further increase to 45.8% in 2026. The Group is currently the largest manufacturer of hybrid drive wind
turbines in China. In 2021, the Group ranked first in China in terms of newly installed capacity of hybrid drive wind turbines, with a market share of 88.6%. At a time when the industry was dominated by small turbines, the
Group took the initiative in manufacturing large wind turbines. The rotor diameter of the Group's wind turbines has increased to 242 metres in the Group's latest model. The Group has achieved a leading position in the
offshore wind turbine market segments of 5.0MW and above, ranking first in the segment in 2021 according to Frost & Sullivan. In 2021, the Group launched the self-developed 16MW MySE16.0-242 offshore wind turbine, which
is currently the largest offshore wind turbine in the world. In addition, with technological innovations, the Group has greatly reduced the unit material consumption of its wind turbines.</span>
</p>
<p class="cv">
<span class="cl">The Group's brand, industry leading position and first-mover advantage have enabled it to capture opportunities in China, the largest and fastest-growing wind power market. Under the backdrop of the carbon
peaking and carbon neutrality goals, the Group expects that the utilization rate of wind power will further increase and the cost of wind power will further decrease as the wind power technologies continue to evolve.
Similarly, the wind power industry is expected to continue to flourish. According to Frost & Sullivan, the cumulative installed capacity of global wind power is expected to grow from 957.5GW in 2022 to 1,416.8GW in 2026,
at a CAGR of 10.3%. The cumulative installed capacity of global offshore wind power is expected to grow from 72.4GW in 2022 to 144.7GW in 2026, at a CAGR of 18.9%. The cumulative installed capacity of wind power in China is
expected to grow from 401.4GW in 2022 to 641.0GW in 2026, at a CAGR of 12.4%, of which the cumulative installed capacity of offshore wind power in China is expected to grow from 37.5GW in 2022 to 90.3GW in 2026, at a CAGR of
24.5%.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group's strong R&D and commercialization capabilities drive product and service innovations to meet changing market demands.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group's strong innovation capabilities have led it to independently develop leading core technologies such as ultra-compact hybrid drive technology, ultra-large wind turbine technology, anti-typhoon
technology and deep-sea floating technology. The Group possesses platform-based R&D capabilities. It has independently developed blade segmentation technologies and carbon/glass fibre-hybrid composites for its rotor
blades and set up intelligent operating systems for its wind farms. Specifically, the Group's strong R&D and commercialization capabilities are evidenced by the following achievements:</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Breakthrough in ultra-compact hybrid drive technology:</span>
<span class="cl">the Group started the development of ultra-compact hybrid drive technology in 2008, ahead of other major wind turbine manufacturers. The Group's strong R&D capabilities gave the Group the foresight to
select hybrid drive technology over direct drive and double-fed technologies. Hybrid drive technology combines the advantages of traditional direct drive and double-fed technologies and helps turbines to be smaller, lighter
and more reliable.</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Advances in ultra-large wind turbines:</span>
<span class="cl">to increase the economic return of wind turbines, the Group has set the industry trend in developing larger wind turbines, including the ultra-large wind turbines, which can reduce the overall cost of
electricity generation. After a decade of research and experiments, the Group launched the 16MW MySE16.0-242 offshore wind turbine in 2021, which is currently the world's largest offshore wind turbine. The MySE7.X onshore
wind turbine was also the largest onshore wind turbine when the product was first launched.</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Development of anti-typhoon wind turbines:</span>
<span class="cl">in order to utilise wind resources in Guangdong Province and other typhoon-prone areas, the Group conducted comprehensive analyses of the effect of wind speed and direction, turbulence, wind shear and gust on
wind turbine operations and integrated the findings into the design of anti-typhoon wind turbines. In 2018, the Group successfully installed China's first greater-than-5MW anti-typhoon wind turbine, which was also at the
time the largest anti-typhoon wind turbine in the world in terms of its rotor diameters. The Group also launched the world's first anti-typhoon floating wind turbine in 2021.</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Commercialisation of deep-sea floating technologies:</span>
<span class="cl">relying on its strength in deep-sea floating technologies, the Group has introduced the first floating wind turbine in China and achieved grid connection. The deep-sea floating technology will allow the
Group's powerful wind turbines to function in the deep seas and provide safe and reliable wind power at affordable cost, enabling the construction of wind turbines from coastal oceans to deep seas.</span>
</p>
<p class="cv">
<span class="cl">The R&D facilities set up by the Group include national-level enterprise technology centres, national and local joint engineering laboratories, a wind power technology engineering laboratory and an
engineering centre and post-doctoral research station. The Group has also consolidated its global resources and established an R&D platform with "one headquarters and five centres", comprising its headquarters in
Guangdong, China and five R&D centres in Beijing, Shanghai, Shenzhen, North Carolina in the United States and Hamburg in Germany. The Group utilizes an equity incentive plan to mobilize the management team, key employees
and R&D personnel and to promote the Group's long-term development. As at 31 December 2021, the Group has participated in the formulation of 180 international and domestic technical standards and has been granted more
than 1,000 patents and more than 300 copyrights. The Group's R&D expenditure in 2021 was RMB1,054.6 million, accounting for about 3.9% of its operating revenue during the same period. The Group's R&D-to-revenue ratio
in 2021 is higher than average among its peers globally. As at 31 December 2021, the Group had 2,088 R&D personnel, accounting for 20.7% of its total headcount.</span>
</p>
<p class="cv">
<span class="cl">The Group has established long-term and stable cooperative relationship with leading institutions such as the National Energy Laboratory ECN of the Netherlands, Lloyd's Register DNVGL of Germany, Fraunhofer
Institute Fraunhofer of Germany and the world's top transmission chain designers such as Romax and AeroDyn.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>With a full range of products and production bases nationwide with platform-based and flexible production lines, the Group can cater to different needs quickly and flexibly.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group believes that it has one of the most comprehensive and forward-looking product portfolios among wind turbine manufacturers in China. The Group has designed onshore and offshore wind turbines that are
catered to wind and climatic conditions in China, including 1.5/2.XMW, 3.XMW, 4.XMW, 5.XMW, 6.XMW and 7.XMW series onshore wind turbines and 5.XMW, 6.XMW, 7.XMW, 8-10MW and 11-16MW series offshore wind turbines. Each series
of wind turbines can also be fitted with impeller of different sizes depending on local wind conditions and environments. For example, the 3.0MW series can be fitted with impellers of diameters of 112 metres, 121 metres, 135
metres, 145 metres and 156 metres. For wind turbines of the same impeller diameter, the Group has introduced different types of impellers for different climatic and environmental conditions such as normal temperature, low
temperature, ultra-low temperature, high altitude, coastal and typhoon.</span>
</p>
<p class="cv">
<span class="cl">The Group has platform-based R&D capabilities and flexible production capabilities. With modularized and platform-based R&D and manufacturing, 80% of the key components of the Group's wind turbines
have the same interface and are interchangeable, which helps to effectively reduce R&D costs, shorten R&D cycles and improve R&D efficiency. At the same time, the Group has developed smart production lines with a
quality control system that can seamlessly connect different stages of the production processes, enable customized production processes and establish quality control digitally throughout the entire production process,
effectively improving the Group's production efficiency. The Group has 13 production bases located in Guangdong, Tianjin, Henan, Inner Mongolia and Qinghai, providing nationwide coverage for the Group. The geographic
distribution of the Group's production bases is primarily driven by the demand from its surrounding target markets.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group has independent production capabilities for core components and has established in-depth cooperation with suppliers to vertically integrate the supply chain to achieve cost efficiency and production
stability.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group has developed independent R&D and manufacturing capabilities for core components of wind turbines such as blades, gear boxes, current transformers, pitch control systems and electrical control
systems, as well as the capability to conduct integrated modelling and model verification and validation research. The Group has production bases in Guangdong, Tianjin, Henan, Inner Mongolia and Qinghai. The Group's
capability to research, design and produce core components has enabled it to not only better control its costs and improve the Group's profitability, but also to optimise the design of wind turbines from a holistic
perspective, improve the operating efficiency and reliability of wind turbines and thus enhance the overall competitiveness of the Group's wind turbine products.</span>
</p>
<p class="cv">
<span class="cl">The Group promotes a vertical integration of its supply chain. The Group's continuous investment and R&D on the core components have enabled the Group to export technology to its suppliers, which in return
allows the suppliers to better serve the Group's technical needs and meet its ongoing demand for model upgrades. At the same time, the Group's in-depth integration of its supply chain can further reduce costs as the cost of
these core components make up a large percentage of the cost of the wind turbine, while at the same time maintaining effective quality control and ensuring on-time product delivery.</span>
</p>
<p class="cv">
<span class="cl">The Group has established a leading warehousing and logistics system. Together with the production bases that are strategically located nationwide, the Group relies on self-operated and third-party warehousing
and logistics network to achieve cost-effective storage and transportation and on-time delivery of its wind turbines.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group's leading intelligent wind and solar farm development and operation solutions provide full life cycle services and its rolling development model brings the Group strong resource development
capabilities.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group applies digital and smart technology to design, develop and optimize its wind farms. The customized solutions and smart operation services enable the Group to transparently manage the wind farms
throughout their life cycle covering equipment transportation, installation, commissioning, operation and maintenance. To that end, the Group has established a big data platform and a wind farm monitoring system to conduct
real-time monitoring and analysis of the wind turbines that can provide predictive maintenance alerts. The Group has also invested in technologies such as the Internet of Things, cloud storage and big data analysis to
develop systems such as wind turbine remote status monitoring, remote diagnosis and repair, wind power prediction, video monitoring to enable centralized operation, maintenance and management of its wind farms. These
technologies allow convenient scheduling of corrective maintenance, reduce unexpected equipment failures and improve utilisation of the wind turbines. As a result, the Group's wind and solar farms are highly efficient. In
2021, the average time available of the Group's renewable farms are 2,583 hours, compared to the national average of 2,246 hours for wind farms and 1,163 hours for solar farms.</span>
</p>
<p class="cv">
<span class="cl">Based on the asset-light "rolling development" operating philosophy, the Group has different wind and solar farms that are under different stages of development, operations and sales. With the "rolling
development" of its wind and solar resources, the Group believes that it can realise value from equipment sales, premium related to resource development and its EPC contracts. The Group believes that the asset-light "rolling
development" development model can greatly enhance its capital efficiency and promote the sustainable development of its wind and solar farms.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>Strong cost control, vertical supply chain integration capabilities and a wind and solar farm development and operation model enable the Group to have industry-leading profit margin and shareholder return level.</span>
</span>
</p>
<p class="cv">
<span class="cl">In the years ended 31 December 2019, 2020 and 2021, the Group's comprehensive gross profit margin was 22.7%, 18.6% and 21.4%, EBITDA profit margin was 14.9%, 11.3% and 18.0%, net profit margin was 6.3%, 5.8%
and 10.9%, return on equity was 12.1%, 15.7% and 18.4% and return on assets was 2.3%, 3.0% and 5.2%, respectively.<span class="db"><a href="#_ftn1" id="_ftnref1" name="_ftnref1" title="">[1]</a></span> In 2020, the Group's
gross profit margin, EBITDA profit margin, net profit margin and return on equity all ranked first among comparable A-share listed wind turbine manufacturing companies, and outperformed other listed wind turbine
manufacturing companies in the world.</span>
</p>
<p class="cv">
<span class="cl">Compared to its peers, the Group's R&D and production capabilities of core components including blades, gear boxes, current transformers, pitch control systems and electrical control systems have enabled
the Group to have stronger cost control capabilities and higher profit margins. In the years ended 31 December 2019, 2020 and 2021, the gross profit margin of the wind turbine and components business was 19.2%, 16.9% and
19.2%, respectively.<span class="db"><a href="#_ftn2" id="_ftnref2" name="_ftnref2" title="">[2]</a></span></span>
<span class="cl">At the same time, as a result of the Group's strong resource development capabilities and efficient wind and solar farm operation capabilities and the strong performance of the Group's wind turbines, the
Group's gross profit margin from the wind and solar farm development and operation segment for the years ended 31 December 2019, 2020 and 2021 reached 64.5%, 61.7% and 65.4%, respectively. The Group's "rolling development"
model not only greatly shortens the investment recovery period, but also brings a considerable premium from the disposal of wind and solar farms.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group leverages its advantages in technological innovations and resources to synergistically provide integrated wind, photovoltaics, power storage and hydrogen solutions.</span>
</span>
</p>
<p class="cv">
<span class="cl">In addition to the wind turbine manufacturing and wind and solar farm operation and maintenance businesses, the Group actively develops photovoltaics, energy storage, hydrogen power and other related
businesses. The Group has transformed from a service-oriented manufacturer to a full life cycle renewable solutions provider with a matrix of high-end equipment manufacturing businesses in providing integrated wind,
photovoltaics, power storage and hydrogen solutions. With a strong R&D team and more than ten years of R&D experience, the Group has accomplished the following in the fields of photovoltaics, power storage and
hydrogen:</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Photovoltaics:</span>
<span class="cl">Zhongshan Ruike New Energy Co., Ltd., one of the Company's subsidiaries engaged in the development of solar photovoltaic products has accumulated a deep understanding of the advanced coating technology after
years of independent R&D. The Group has achieved globally leading conversion efficiency with its cadmium telluride thin film battery module</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Power storage:</span>
<span class="cl">the Group has three R&D centres that are focused on power storage related research. The Group possesses the capability to independently develop and manufacture power conversion systems ("</span>
<span>PCS</span>
<span class="cl">"), energy management systems ("</span>
<span>EMS</span>
<span class="cl">"), battery management systems and battery packs. In 2021, the Group established the back-end management platform for resource, network, load and storage management and applied neural network-based load
forecasting and battery abnormality diagnosis in its EMS.</span>
</p>
<p class="da">
<span class="ck">·</span>
<span>Hydrogen:</span>
<span class="cl">the Group has developed advanced alkaline water electrolysis technology, which can greatly increase hydrogen production and reduce overall energy consumption.</span>
</p>
<p class="cv">
<span class="cl">Leveraging its advantages in technological innovations and resources, the Group enjoys strong synergies across its business segments. The Group has a solid and diverse customer base with large power producers
and other enterprises investing in clean energy, including central and local state-owned enterprises and listed companies. The Group believes that it will be able to expand its sources of income by providing diversified
solutions integrating wind, photovoltaics, energy storage, hydrogen and other products and services to its existing customers. On the other hand, cost efficiency can be greatly improved through the Group's nationwide network
of production bases and logistics systems which can be used to transport large equipment such as electrolysers.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group is committed to green, low-carbon and sustainable product development life cycle and supply chain management.</span>
</span>
</p>
<p class="cv">
<span class="cl">As an integrated renewable solutions provider, the Group is committed to sustainable development and has integrated sustainable development concepts into its product development and supply chain management. As
a result of technological innovations, the levelized cost of electricity ("</span>
<span>LCOE</span>
<span class="cl">") of wind power has decreased from US$64.4 MWh in 2017 to US$52.7 MWh in 2021 globally. The LCOE of wind power has reached a similar level to that of photovoltaics, which was approximately US$50.0 MWh
globally in 2021, conducive to large-scale promotion and application of wind power. In addition, in 2021, the Group successfully implemented the world's first integrated offshore wind power development project that combined
offshore wind power generation, sea water hydrogen production and marine farming.</span>
</p>
<p class="cv">
<span class="cl">In addition, the Group has applied sustainability concepts in its manufacturing and logistics processes. On 1 June 2021, the Group released its first carbon neutrality report with an aim to create the largest
renewable energy supply system under the 3060 Goal. The Group has committed to making its operational activities carbon neutral by the end of 2023. The Group uses advanced digital energy management technologies to manage
emissions and continuously optimizes its manufacturing processes, facilities and packaging and logistics processes to minimise their impact on the environment. The Group places heavy emphasis on environmental considerations
when specifying its supply chain standards. The Group also strives to use electricity from a low-carbon energy source at its own production bases and office buildings, favours regions with abundant green resources in its
business planning and takes the lead in realizing its own carbon neutrality goal.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group has a dynamic culture and a visionary management team with extensive industry experience.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group has a stable management team with an average industry experience of over 25 years with Mr. ZHANG Chuanwei, the Group's Chairman, Chief Executive Officer and General Manager, Mr. SHEN Zhongmin, the
Group's Vice Chairman and Chief Strategy Officer, and Mr. ZHANG Qiying, the Group's Chief Operating Officer and Chief Technology Officer, at its core. The management team has diverse experience in both domestic and overseas
markets and exceptional strategic management capabilities and possesses deep insights and in-depth understanding of the renewable industry. Benefiting from the foresight of the management team and their relentless pursuit of
innovation, the Group has taken a lead in developing and deploying leading core technologies such as the compact hybrid drive technology, ultra-large offshore wind turbine technology, anti-typhoon technology and deep-sea
floating technology amongst the industry peers. Under their leadership, the Group has established an integrated supply chain and is capable of providing integrated wind, photovoltaics, power storage and hydrogen
solutions.</span>
</p>
<p class="cv">
<span class="cl">The Group has a dynamic, open and motivated corporate culture with an emphasis on talent retention. The Group provides equity incentives to core personnel to further incentivise them and to align their
interest with that of the Company. The Group believes that its "each employee is a partner" culture is conducive to attracting outstanding talents and promoting employees' motivation and creativity, which are crucial to the
long-term success of the Group.</span>
</p>
<p class="cv">
<span> </span>
</p>
<p class="cv">
<span>Business Strategies</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue to advance its wind turbine technology and solidify its leading position in the wind power industry.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group believes that the wind power industry will continue to evolve towards larger and lower-cost wind turbines. Deep-sea floating wind turbines will also become more popular. Therefore, the Group will
continue to invest in the R&D of core technologies such as ultra-large offshore technology, anti-typhoon technology and deep-sea floating technology. Based on its strong independent and platform-based R&D
capabilities, the Group will continue to launch new onshore and offshore wind turbines that can better adapt to different environments to meet the rapidly changing customer needs.</span>
</p>
<p class="cv">
<span class="cl">The Group will further accelerate the commercialization of offshore and deep-sea floating wind turbines. Offshore and deep-sea floating wind turbines have strong growth potential. According to Frost &
Sullivan, the global cumulative installed capacity of offshore wind power is expected to increase to 144.7GW in 2026, representing a CAGR of 18.9% from 72.4GW in 2022. Total deep-sea wind resources in China located in waters
with depth of over 50 metres are estimated to be over 1,200GW. Approximately 60% of deep-sea wind resources in China is located in waters of over 70 kilometres offshore. It is an inevitable trend for wind power projects to
go from offshore to deep-sea. The global aggregate installed capacity of deep-sea floating wind power projects is estimated to exceed 6.0GW by 2030. As the Group continues to invest in offshore and deep-sea floating wind
turbine technologies, it will take the lead in the transition from coastal oceans to deep sea wind power development, further solidify its leading position in the wind power industry.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue to integrate vertically and improve its operational efficiency.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group will continue to integrate its supply chain and further improve its independent R&D capabilities for wind turbine components such as blades and current transformers. The Group believes that such
independent research capabilities will improve the availability of the components and enable the Group to better control their costs, which will in turn ensure the on-time delivery of the products and stabilize and improve
the Group's gross profit margin.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue to strengthen the R&D of new materials to further reduce the cost of wind turbines.</span>
</span>
</p>
<p class="cv">
<span class="cl">The Group will continue to invest in the R&D of new materials to further reduce the weight and cost of wind turbines while ensuring stable performance. The Group plans to promote the use of carbon/glass
fibre-hybrid composite material in wind turbine blades, which can effectively reduce weight and the relevant material costs. At the same time, the Group will seek to innovate the design of gearboxes, which will further
reduce costs of wind turbines.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue to explore further opportunities with its existing business and continue to improve the Group's capability as an integrated solutions provider.</span>
</span>
</p>
<p class="cv">
<span class="cl">With the increased popularity of renewable energy, the aftermarket businesses for renewable energy will also become more important. Frost & Sullivan predicts that the average age of wind turbines will
increase to 8.2 years per MW globally in 2026, an increase from 6.9 years per MW in 2021. Frost & Sullivan also predicts that, from 2017 to 2021, the percentage of wind turbines of over 10 years in China will increase
from 3.2% to 18.2%. By 2026, 25.8% of wind turbines will be over 10 years, which will bring ample market opportunities for wind turbine upgrading and other businesses. The Group has deployed resources to carry out businesses
such as renovating and upgrading obsolete wind turbines, and will seek to expand the business and provide comprehensive aftermarket services and integrated solutions to explore further opportunities.</span>
</p>
<p class="cv">
<span class="cl">As at 31 December 2021, the cumulative capacity of wind turbines that the Group provided operational and maintenance services on exceeded 33GW. Intelligent operational and maintenance services help wind farm
operators to increase the availability of their wind turbines and prevent unexpected equipment failures, thereby increasing the operating revenue of these wind farms. With the development of technologies such as AI and big
data, the Group will further improve its intelligent operational and maintenance service capabilities by, for example, further improving its predictive maintenance capabilities based on the gathered data.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue its development and operation of wind and solar farms and expand its international business to provide diversified sources of income.</span>
</span>
</p>
<p class="cv">
<span class="cl">As at 31 December 2019, 2020 and 2021, the aggregate installed capacity of the Group's grid-connected wind and solar farms amounted to 741MW, 1.08GW and 1.19GW, respectively, and the wind and solar farm
development and operation business generated a significant amount of revenue and profit for the Group during the same period. The Group's wind and solar farm development operation business has benefited from its advanced
wind turbine technologies, intelligent operational and maintenance services and the liquidity support brought by the rolling development model. With the Group's resource reserves continue to rise, The Group will leverage on
its rising resource reserves to promote its wind and solar farm development and operation business in a sustainable manner.</span>
</p>
<p class="cv">
<span class="cl">The Group will continue to explore the international market. With the help of R&D and services centres in Hamburg, North Carolina and Copenhagen, the Group will seek to expand to more international markets
with its outstanding wind turbine performance and cost advantages. The Group's target market currently includes Southeast Asia, Northeast Asia and Europe and South America.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue to promote a development strategy integrating wind, photovoltaics, power storage and hydrogen.</span>
</span>
</p>
<p class="cv">
<span class="cl">Backed by its success in the wind turbine manufacturing and wind and solar farm development and operation businesses, the Group will continue to invest in the R&D of energy storage, hydrogen power and
other fields to further develop itself as an integrated renewable solutions provider. For example, the Group's self-developed building-integrated photovoltaics glass has been used as the glass curtain wall of the National
Speed Skating Oval and the Capital Museum in Beijing. In the future, the Group will continue to expand the application of related technologies and products. With regard to the energy storage business, the Group will promote
the large-scale application of clean energy by increasing the grid compatibility of various complementary energy sources. The Group will also develop more energy storage facilities in its wind and solar farms to increase the
consumption ratio. In the future, the Group will combine the R&D of hydrogen power technologies such as electrolysers to further enhance the continuous output and flexibility of renewable energy generation.</span>
</p>
<p class="cv">
<span style="font-style: italic;">
<span>The Group will continue to advance its sustainable development and carbon neutrality goal.</span>
</span>
</p>
<p class="cv">
<span class="cl">As a global integrated renewable solutions provider, the Group is committed to providing smart and green energy. The Group has incorporated carbon neutrality and sustainable development philosophy into its
business model and is committed to the mission of "innovating clean energy for the benefit of the society". Through technological innovations, the Group will provide accessible green and smart energy to the whole
society.</span>
</p>
<p class="cv">
<span class="cl">The Group will incorporate the carbon neutrality goal into the products' entire life cycle, further optimize the product design, production, packaging and logistics processes, promote the use of advanced
digital management platforms, and manage the carbon emissions more precisely during the product life cycle. In addition, the Group will place more environmental considerations when specifying its supply chain
standards.</span>
</p>
<p class="cv">
<span class="cl">The Group will continue to promote the carbon neutrality of its operations. It will formulate a carbon emission reduction plan according to local conditions and gradually achieve clean energy consumption at
its production bases. The Group has committed to making its operational activities carbon neutral by the end of 2023. The carbon neutrality goal further demonstrates the Group's ambition and confidence in technological
innovation and solutions as a leader in smart energy.</span>
</p>
<p class="cv">
<span> </span>
</p>
<p class="cv">
<span>Dividend Policy</span>
</p>
<p class="cv">
<span class="cl">After completion of the Offering, the Company may distribute dividends in the form of cash or stocks. Any proposed distribution of dividends shall be formulated by the Company's senior management and will be
subject to the Board's and shareholders' approval. A decision to declare or to pay any dividends in the future, and the amount of any dividends, will depend on a number of factors, including the Group's results of
operations, cash flows, financial condition, payments by its subsidiaries of cash dividends to the Company, the stage of the Company's development, its business prospects, statutory, regulatory and contractual restrictions
on its declaration and payment of dividends and other factors that the Board may consider important.</span>
</p>
<p class="cv">
<span class="cl">According to the applicable PRC laws and the articles of association of the Company (the "</span>
<span>Articles of Association</span>
<span class="cl">"), the Company will pay dividends out of its profit after tax only after it has made the following allocations:</span>
</p>
<p class="da">
<span class="ck">·</span>
<span class="cl">recovery of accumulated losses, if any;</span>
</p>
<p class="da">
<span class="ck">·</span>
<span class="cl">allocations to the statutory reserve equivalent to 10% of its profit after tax, and, when the statutory reserve reaches and is maintained at or above 50% of its registered capital, no further allocations to
this statutory reserve will be required;</span>
</p>
<p class="da">
<span class="ck">·</span>
<span class="cl">allocation, if any, to a discretionary common reserve fund an amount approved by the shareholders of the Company in a shareholders' meeting.</span>
</p>
<p class="cv">
<span class="cl">Furthermore, as set forth in its Articles of Association, the Company distributes dividends primarily in the form of cash, but may also distribute dividends in the form of stocks. The Company shall in
principle distribute cash dividends every fiscal year, and may declare interim dividends as it considers appropriate, provided that the Company records a positive profit for the year and has positive retained earnings. In
principle, the profits for distribution in each fiscal year shall be no less than 10% of the distributable profits realised in the same period. According to its Articles of Association, the Company implements a tiered cash
distribution policy: if the Company has reached a mature stage and there is no major capital expenditure expected, cash dividends shall account for no less than 80% of the overall dividend distribution; if the Company has
reached a mature stage but there is major capital expenditure expected, cash dividends shall account for no less than 40% of the overall dividend distribution; and if the Company is at a growth stage and there is major
capital expenditure expected, cash dividends shall account for no less than 20% of the overall profit distribution. For the years ended 31 December 2019, 2020 and 2021, the Company distributed cash dividend of RMB0.078,
RMB0.1100 and RMB0.2211 per share, respectively. However, the Company is allowed to amend its Articles of Association with the approval of more than two thirds of the voting rights held by the shareholders attending the
shareholders' meetings and there is no assurance that the Company will distribute the dividends in an amount as specified in the Articles of Association.</span>
</p>
<p class="cv">
<span> </span>
</p>
<p class="cv">
<span>Management and Corporate Governance</span>
</p>
<p class="cv">
<span class="cl">The Board of Directors is responsible for the general management of the Company and is accountable to the general meeting. Board meetings include routine board meetings and extraordinary board meetings. A
routine board meeting is required to be called at least twice a year. An extraordinary board meeting may be called upon demand.</span>
</p>
<p class="cv">
<span class="cl">The Board of Directors currently consists of 11 Directors, including four independent non-executive Directors. A Director serves a term of three years and may seek re-election upon expiry of the said
term.</span>
</p>
<p class="cv">
<span class="cl">The senior management team consists of:</span>
</p>
<p class="cz">
<span class="cn">·</span>
<span>CFO: Mr. LIANG Caifa</span>
</p>
<p class="cz">
<span class="cn">·</span>
<span>Vice Presidents: Mr. CHENG Jiawan, Mr. YU Jiangtao, Mr. YANG Pu, Mr. ZHANG Zhonghai, Mr. WANG Dongdong, Ms. YI Lingna</span>
</p>
<p class="cz">
<span class="cn">·</span>
<span>Secretary of the Board of Directors: Mr. LIU Jianjun.</span>
</p>
<p class="dc">
<span> </span>
</p>
<p class="cx">
<span style="font-weight: bold;">
<span>Corporate Information</span>
</span>
</p>
<p class="cx">
<span>Ming Yang Smart Energy Group Limited is a joint stock company incorporated in the People's Republic of China with limited liability under the corporate name</span>
<span class="cg">明</span>
<span>in June 2006 and listed on the Shanghai Stock Exchange under stock code 601615 in January 2019.</span>
</p>
<p class="cx">
<span>The Company's registered office is located at Ming Yang Industrial Park, No. 22, Huoju Avenue, Zhongshan Torch High-tech Industrial Development Zone, Zhongshan City, Guangdong, PRC.</span>
</p>
<span class="ce">
<br class="cf">
<br class="cf">
</span>
<p class="a"> </p>
<p class="cx">
<span>For further information, please visit the website of the Company at http://www.myse.com.cn, or contact +86 010 5081 5010.</span>
</p>
<p class="cv">
<span>Disclaimer / Forward Looking Statements</span>
</p>
<p class="cv">
<span class="cl">The contents of this announcement have been prepared by and are the sole responsibility of the Company.</span>
</p>
<p class="cv">
<span class="cl">The information contained in this announcement is for background purposes only and does not purport to be full or complete nor does it constitute or form part of any invitation or inducement to engage in
investment activity, nor does it constitute an offer or invitation to buy any securities in any jurisdiction including the United States, or a recommendation in respect of buying, holding or selling any securities. No
reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.</span>
</p>
<p class="cv">
<span class="cl">This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of
Columbia), Australia, Canada, Japan, South Africa or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by
laws in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such jurisdiction.</span>
</p>
<p class="cv">
<span class="cl">This announcement is not an offer to sell, or solicitation of an offer to buy, acquire or subscribe for, or otherwise invest in, any securities to any person in the United States (including its territories and
possessions, any state of the United States and the District of Columbia), Australia, Canada, Japan, South Africa or in any other jurisdiction in which such offer or solicitation would be unlawful. The Offer GDRs have not
been, and will not be, registered under the Securities Act, or the securities laws of any State of the United States and may not be offered or sold in the United States unless registered under the Securities Act or pursuant
to or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any applicable state or local securities law. The Company has not and does not intend to make any public
offer of securities in the United States.</span>
</p>
<p class="cv">
<span class="cl">For persons in any member state of the European Economic Area (the "</span>
<span>EEA</span>
<span class="cl">"), this announcement and any offer if made subsequently is only addressed to and directed at persons who are "qualified investors" ("</span>
<span>Qualified Investors</span>
<span class="cl">") within the meaning of Article 2(e) of the Regulation (EU) 2017/1129.</span>
</p>
<p class="cv">
<span class="cl">For persons in the United Kingdom, this announcement and any offer if made subsequently is only addressed to and directed at persons who are "qualified investors" within the meaning of Article 2(e) of
Regulation (EU) 2017/1129 as it forms part of retained EU law as defined in the European Union (Withdrawal) Act 2018 and who (i) have professional experience in matters relating to investments falling within Article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "</span>
<span>Order</span>
<span class="cl">"), (ii) are high net worth entities who fall within Article 49(2)(a) to (d) of the Order, or (iii) are otherwise persons to whom it may otherwise lawfully be communicated (all such persons being referred to
as "</span>
<span>relevant persons</span>
<span class="cl">").</span>
</p>
<p class="cv">
<span class="cl">This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the EEA, by persons who are not Qualified Investors. Any
investment or investment activity to which this announcement relates is available only to and will only be engaged with (i) in the United Kingdom, relevant persons, and (ii) in any member state of the EEA, Qualified
Investors.</span>
</p>
<p class="cv">
<span class="cl">This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including
the terms "believe", "expect", "anticipate", "intend", "estimate", "forecast", "project", "will", "may", "target", "should" and similar</span>
<span class="cd">expressions,</span>
<span class="cl">or, in each case, their negative or other</span>
<span class="cl">variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results.
Any forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Group's
business, results of operations, financial position, liquidity, prospects, growth and strategies. Forward-looking statements speak only as of the date they are made.</span>
</p>
<p class="cv">
<span class="cl">To the fullest extent permitted under applicable laws, the Company and each of the Joint Bookrunners and their respective affiliates expressly disclaims any obligation or undertaking to update, review or
revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise.</span>
</p>
<p class="cv">
<span class="cl">Any subscription or purchase of Offer GDRs in the proposed Offering should be made solely on the basis of information contained in the Prospectus which may be issued by the Company in connection with the
Offering. The information in this announcement is subject to change. Before subscribing for or purchasing any Offer GDRs, persons viewing this announcement should ensure that they fully understand and accept the risks which
will be set out in the Prospectus if published. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement shall not form the basis of or
constitute any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any Offer GDRs or any other securities nor shall it (or any part of it) or the fact of its distribution, form
the basis of, or be relied on in connection with, any contract therefor.</span>
</p>
<p class="cv">
<span class="cl">The timing of any offering and Admission may be influenced by a variety of factors which include market conditions. The Company may decide not to go ahead with the proposed Offering and/or Admission and
therefore there is no guarantee that the Prospectus will be published, the proposed Offering will proceed or Admission will occur. Potential investors should not base their financial decision on the Company's intentions in
relation to Admission or this announcement. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested.</span>
</p>
<p class="cv">
<span class="cl">Persons considering making investments should consult an authorised person specialising in advising on such investments. This announcement does not constitute a recommendation concerning the proposed Offering.
The value of GDRs can decrease as well as increase. Past performance is not a guide to future performance. Information in this announcement cannot be relied upon as a guide to future performance. Before purchasing any
securities in the Company, persons viewing this announcement should ensure that they fully understand and accept the risks which will be set out in the Prospectus, if published. Potential investors should consult a
professional advisor as to the suitability of the proposed Offering for the person concerned.</span>
</p>
<p class="cv">
<span class="cl">None of the Company, the Joint Bookrunners or any of their respective affiliates, or any of their or their affiliates' directors, officers, employees, advisors or agents, accepts any responsibility or
liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the
announcement) or that any transaction has been or may be effected on the terms or in the manner stated herein or as to the achievement or reasonableness of future projections, management targets, estimates, prospects or
returns, if any, or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any
loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, the Joint Bookrunners and their respective affiliates, accordingly disclaim all and any
liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.</span>
</p>
<p class="cv">
<span class="cl">The Joint Bookrunners and their affiliates are acting exclusively for the Company and no-one else in connection with the Offering. They will not regard any other person as their respective clients in relation
to the Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this
announcement or any transaction, arrangement or other matter referred to herein.</span>
</p>
<p class="cv">
<span class="cl">UBS AG London Branch is authorised and regulated by the Financial Market Supervisory Authority in Switzerland, and in the United Kingdom is authorised by the United Kingdom Prudential Regulation Authority (the
"</span>
<span>PRA</span>
<span class="cc">") and subject to regulation by the FCA and limited regulation by the PRA. HSBC Bank plc is authorised by the PRA and regulated by the FCA and PRA in the United Kingdom. CLSA Limited is licensed by the
Securities and Futures Commission of Hong Kong. China International Capital Corporation (UK) Limited is authorised and regulated by the FCA in the United Kingdom. Haitong International Securities Company Limited is licensed
by the Securities and Futures Commission of Hong Kong.</span>
</p>
<p class="cv">
<span class="cl">In connection with the Offering, the Joint Bookrunners and/or any of their respective affiliates and/or funds managed by affiliates of the Company acting as an investor for its or their own account(s) may
subscribe for the Offer GDRs and, in that capacity, may retain, purchase, sell, offer to sell or otherwise deal for its or their own account(s) in such Offer GDRs, any other securities of the Company or other related
investments in connection with the Offering or otherwise. Accordingly, any references in the Prospectus, if published, to the Offer GDRs being issued, offered, subscribed, acquired, placed or otherwise dealt in should be
read as including any issue or offer to, or subscription, acquisition, placing or dealing by, the Joint Bookrunners and/or any of their respective affiliates and/or funds managed by affiliates of the Company acting in such
capacity. In addition, certain of the Joint Bookrunners or their affiliates may enter into financing or hedging arrangements (including swaps or contracts for differences) with investors in connection with which such Joint
Bookrunners (or their affiliates) may from time to time acquire, hold or dispose of GDRs. Neither the Joint Bookrunners nor any of their respective affiliates intend to disclose the extent of any such investment or
transactions otherwise than in accordance with any legal or regulatory obligation to do so.</span>
</p>
<p class="cv">
<span class="cl">In connection with the Offering, UBS AG London Branch, as the Stabilising Manager (or persons acting on behalf of the Stabilising Manager) may (but will be under no obligation to), to the extent permitted by
applicable law, over-allot GDRs or effect other transactions with a view to supporting the market price of the GDRs at a level higher than that which might otherwise prevail in the open market. The Stabilising Manager may
make deferred settlement arrangements with one or more investors to facilitate its stabilisation action. However, there is no assurance that the Stabilising Manager (or persons acting on behalf of the Stabilising Manager)
will undertake any stabilisation action. Any stabilisation action may begin on the date of announcement of the Offer Price and, if begun, may be ended at any time but must end no later than 30 calendar days thereafter (the
"</span>
<span>Stabilisation Period</span>
<span class="cl">"). Any stabilisation action must be undertaken in accordance with applicable laws and regulations. Save as required by law or regulation, the Stabilising Manager does not intend to disclose the extent of any
over-allotments made and/or stabilisation transactions concluded in relation to the Offering.</span>
</p>
<p class="cv">
<span class="cl">In connection with the Offering, the Stabilising Manager may, for stabilisation purposes and subject to entering into the deferred settlement arrangements described above, over-allot such number of GDRs
equivalent to up to USD 50 million based on the Offer Price and representing no more than 10% of the total number of GDRs sold in the Offering (excluding the Over-allotment GDRs (as defined below)). For the purposes of
allowing it to cover short positions resulting from any such over-allotments and/or from sales of GDRs effected by it during the Stabilisation Period, the Stabilising Manager will enter into over-allotment arrangements
pursuant to which the Stabilising Manager may purchase or procure purchasers for such number of GDRs equivalent to up to USD 50 million based on the Offer Price and representing no more than 10% of the total number of GDRs
comprised in the Offering (the "</span>
<span>Over-allotment GDRs</span>
<span class="cl">") excluding the Over-allotment GDRs, at the Offer Price. The over-allotment arrangements will be exercisable in whole or in part, upon notice by the Stabilising Manager, at any time on or before the 30th
calendar day after the date of announcement of the Offer Price. Any Over-allotment GDRs made available pursuant to the over-allotment arrangements, including for all dividends and other distributions declared, made or paid
on the GDRs, will be purchased on the same terms and conditions as the GDRs being issued or sold in the Offering and will form a single class for all purposes with the other GDRs.</span>
</p>
<p class="cv">
<span class="cl">Unless otherwise indicated, market, industry and competitive position data are estimates (and accordingly, approximate) and should be treated with caution. Such information has not been audited or
independently verified, nor has the Company ascertained the underlying economic assumptions relied upon therein.</span>
</p>
<p class="cv">
<span class="cl">Certain data in this announcement, including financial, statistical, and operating information has been rounded. As a result of the rounding, the totals of data presented in this announcement may vary slightly
from the actual arithmetic totals of such data. Percentages in tables may have been rounded and accordingly may not add up to 100%.</span>
</p>
<p class="cv">
<span class="cl">For the avoidance of doubt, the contents of the Company's website are not incorporated by reference into, and do not form part of, this announcement.</span>
</p>
<p class="cv">
<span class="cl"> </span>
</p>
<p class="cv">
<span>Information to Distributors</span>
</p>
<p class="dd">
<span class="cl">Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "</span>
<span>UK Product Governance Requirements</span>
<span class="cl">") and/or any equivalent requirements elsewhere to the extent determined to be applicable, and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for
the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Offer GDRs have been subject to a product approval process, which has determined that such Offer GDRs are (i) compatible
with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in Chapter 3 of the FCA Handbook Conduct of Business Sourcebook ("</span>
<span>COBS</span>
<span class="cl">"); and (ii) eligible for distribution through all permitted distribution channels (the "</span>
<span>Target Market Assessment</span>
<span class="cl">").</span>
</p>
<p class="dd">
<span class="cl">Notwithstanding the Target Market Assessment, distributors (for the purposes of the UK Product Governance Requirements) should note that: the price of the Offer GDRs may decline and investors could lose all or
part of their investment; the Offer GDRs offer no guaranteed income and no capital protection; and an investment in the Offer GDRs is compatible only with investors who do not need a guaranteed income or capital protection,
who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that
may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering. Furthermore, it is noted that,
notwithstanding the Target Market Assessment, the Joint Bookrunners will only procure investors who meet the criteria of professional clients and eligible counterparties.</span>
</p>
<p class="cv">
<span class="cl">For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapter 9A or 10A, respectively, of COBS; or (b) a
recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Offer GDRs.</span>
</p>
<p class="cv">
<span class="cl">Each distributor is responsible for undertaking its own target market assessment in respect of the Offer GDRs and determining appropriate distribution channels.</span>
</p>
</div>
<div>
<br>
<hr class="cb" style="width: 33%;height: 1;">
<div id="ftn1">
<p class="de">
<a href="#_ftnref1" title="" id="_ftn1" name="_ftn1"></a>
<span style="font-style: italic;">
<span class="ca"> 1. </span>
</span>
<span style="font-style: italic;">
<span class="ca">EBITDA and EBITDA margin are not PRC GAAP measures and should not be considered as an alternative to net profit, net margin or any other performance
measures derived in accordance with PRC GAAP or as an alternative to cash flow from operating activities or as a measure of the Group's liquidity.</span>
</span>
</p>
</div>
<div id="ftn2">
<p class="df">
<a href="#_ftnref2" title="" id="_ftn2" name="_ftn2"></a>
<span style="font-style: italic;">
<span class="ca">2. </span>
</span>
<span style="font-style: italic;">
<span class="ca">The decrease in the gross profit margin between the year ended 31 December 2019 and the year ended 31 December 2020 was primarily due to a reclassification of the transportation and loading fees to
operating costs in line with the change in the relevant accounting standards that became effective in 2020. For the years ended 31 December 2019, 2020 and 2021, the transportation and loading fees were RMB265.6 million,
RMB695.2 million and RMB869.0 million, respectively.</span>
</span>
</p>
</div>
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THURSDAY 07 JULY, 2022
MING YANG SMART ENGY
INTENTION TO FLOAT
RNS Number : 6641R
Ming Yang Smart Energy Group Ltd
07 July 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH
AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND NOT AN OFFER OF
SECURITIES FOR SALE IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR THE PEOPLE'S
REPUBLIC OF CHINA.
Neither this announcement, nor anything contained herein shall form the basis
of, or be relied upon in connection with, any offer or commitment whatsoever in
any jurisdiction. Investors should not subscribe for or purchase any securities
referred to in this announcement except solely on the basis of the information
contained in a prospectus in its final form (together with any supplementary
prospectus, if relevant, the "Prospectus"), including the risk factors set out
therein, expected to be published by Ming Yang Smart Energy Group Limited (the
"Company") in due course in connection with the proposed offer of global
depositary receipts ("GDRs") representing the Company's A shares and the
proposed admission of such GDRs to the standard listing segment of the Official
List of the United Kingdom Financial Conduct Authority (the "FCA") and to
trading on the Shanghai-London Stock Connect segment of the main market for
listed securities (the "Main Market") of London Stock Exchange plc (the "LSE").
A copy of any Prospectus published by the Company will, if published, be
available for inspection on the Company's website at http://www.myse.com.cn,
subject to certain access restrictions.
7 July 2022
MING YANG SMART ENERGY GROUP LIMITED
(a joint stock company established under the laws of the People's Republic of
China with limited liability)
Intention to List Global Depositary Receipts
on the London Stock Exchange
Ming Yang Smart Energy Group Limited ("Ming Yang" or the "Company", and together
with its subsidiaries, the "Group"), a leading wind turbine manufacturer in
China, today announces its intention to proceed with an offering (the
"Offering") of global depositary receipts (the "GDRs") with each GDR
representing 5 A shares of the Company, each with a fully paid nominal value of
RMB1.00 each (the "A Shares") (the "Offer GDRs") . The Offering is expected to
raise approximately USD 550 million.
The Offering is expected to price no lower than USD 20.22 per GDR. The final
offer price in respect of the Offering (the "Offer Price") will be determined
based on a book-building process. The book-building process is expected to
commence immediately and end today.
The GDRs are expected to be admitted to listing on the standard segment of the
Official List maintained by the FCA and to trading on the Shanghai-London Stock
Connect segment of the Main Market of the LSE (together the "Admission").
Admission and commencement of unconditional trading in the GDRs is expected to
take place on or around 13 July 2022.
ZHANG Chuanwei , Chairman of the Company, commented :
"With great pleasure, I am honoured to confirm Ming Yang's intention to list
GDRs on the London Stock Exchange.
Since being founded in 2006, Ming Yang has maintained a leading role both
domestically and globally as a wind turbine manufacturer. Our company's mission
is to provide accessible green and smart energy, and we aim to become a leading
full lifecycle renewable solutions provider. Through technological and business
innovations, we have developed into a leading smart energy enterprise in China
with global influence. We are gradually becoming an industry leader in providing
integrated wind power, photovoltaics, power storage and hydrogen power
solutions.
The GDR issuance of Ming Yang will enhance our international profile, further
develop our internationalisation strategy, as well as expand our global and
financing operations. We believe that the wind power industry will continue to
evolve towards larger and lower-cost wind turbines. Based on our strong
independent and platform-based R&D capabilities, we will further accelerate the
commercialization of offshore and deep-sea floating wind turbines which we
believe have strong growth potential.
Shanghai-London Stock Connect is a remarkable achievement of the Economic and
Financial Dialogue between China and the UK, and also a key measure to open up
China's capital markets. We believe Ming Yang's GDR issuance will not only be a
landmark in the development of the company, but also enrich the Shanghai-London
Stock Connect portfolio and provide better investment opportunities for global
investors."
Overview of the Offering
The Offering is expected to raise approximately USD 550 million, via GDRs,
including GDRs which may be issued pursuant to the over-allotment option (the
"Over-Allotment Option") granted to UBS AG London Branch (the "Stabilising
Manager"), acting on behalf of the Joint Bookrunners (as defined below),
pursuant to which it may purchase or procure purchasers for such number of GDRs
equivalent to up to USD 50 million based on the Offer Price and representing no
more than 10% of the total number of GDRs sold in the Offering (excluding the
over-allotment GDRs). The Stabilising Manager may make deferred settlement
arrangements with one or more investors to facilitate its stabilisation action.
The Offer GDRs will represent newly issued A Shares of the Company. The Company
will also apply to the Shanghai Stock Exchange (the "SSE") for admission to
listing of the underlying A Shares representing the Offer GDRs which is expected
to be effective on the date of Admission.
The GDRs are expected to be admitted to listing on the standard segment of the
Official List maintained by the FCA and to trading on the Shanghai-London Stock
Connect segment of the Main Market of the LSE.
The Offering is expected to price no lower than USD 20.22 per GDR.
The Offering is expected to consist solely of newly issued GDRs representing
underlying A Shares of the Company. No securities are expected to be sold by
existing shareholders of the Company as part of the Offering.
The Offer GDRs are being offered and sold outside the United States in "offshore
transactions" within the meaning of Regulation S under the US Securities Act of
1933, as amended (the "Securities Act").
The Offering is subject to the receipt of all relevant registrations and
regulatory approvals.
Full details of the Offering, including the final Offer Price per Offer GDR and
the final number of Offer GDRs, will be included in the Prospectus, expected to
be published by the Company on or around 8 July 2022. Based on the order book
prepared during the book-building process, the Offer Price and the final number
of GDRs to be offered are expected to be determined after the close of
book-building later today.
Conditional trading in the GDRs on the LSE is expected to commence on a
"when-issued" basis on or around 8 July 2022 and Admission and commencement of
unconditional dealings in the GDRs on the LSE are expected to take place on or
around 13 July 2022. Investors should rely only on the information contained in
the Prospectus when making a decision as to whether to invest in the GDRs.
UBS AG London Branch, HSBC Bank plc and CLSA Limited are acting as Joint Global
Co-ordinators and Joint Bookrunners (together, the "Joint Global
Co-ordinators"), and China International Capital Corporation (UK) Limited and
Haitong International Securities Company Limited are acting as Joint Bookrunners
(together with the Joint Global Co-ordinators, the "Joint Bookrunners").
Use of Proceeds
The Company intends to use the net proceeds received from the Offering as
follows:
· Approximately 60% of the net proceeds will be used to strengthen the Group's
wind turbine manufacturing and sales capabilities, which include the research,
manufacturing and sales of the Group's wind turbines;
· Approximately 20% of the net proceeds will be used to promote the Group's
internationalisation strategies;
· Approximately 10% of the net proceeds will be used to develop the Group's
photovoltaics, power storage and hydrogen power capabilities; and
· Approximately 10% of the net proceeds will be used for working capital and
general corporate purposes.
Overview of t he Group
As a leading wind turbine manufacturer, the Group's mission is to provide
accessible green and smart energy, and it aims to become a full lifecycle
renewable solutions provider. Through technological and business innovations,
the Group has developed into a leading smart energy enterprise in China with
global influence, gradually becoming an industry leader in providing integrated
wind power, photovoltaics, power storage and hydrogen power solutions.
The Group's business is primarily divided into three segments: wind turbine
manufacturing and sales, wind and solar farm development and operation, and
other renewable energy services:
· Wind turbine manufacturing and sales : The Group focuses on the manufacturing
of wind turbines with high efficiency and reliability. To improve quality and
reduce cost, the Group also engages in the R&D and manufacturing of core
components of wind turbines such as rotor blades. The Group has one of the most
comprehensive wind power product portfolios in the industry in China in terms of
range of unit capacity. The Group's main products include 1.5-7.0MW series
onshore wind turbines and 5.5-11MW series offshore wind turbines. These wind
turbines are adaptable to different wind and climatic conditions, such as low
temperature, dust, typhoon, salt fog, high altitude and other harsh
environments. At the same time, the Group focuses on developing deep-sea
floating wind turbines and ultra-large offshore wind turbines of over 16MW,
leading the trend of larger wind turbines. Benefiting from the Group's strict
quality control and continuous investment in R&D, the Group's products have been
widely recognised by the market and industry as highly efficient and reliable,
having low maintenance costs and achieving reliable power coordination with the
rest of the grid. The total capacity of wind turbines sold by the Group amounted
to 6.03GW in 2021, representing a year-on-year increase of 57.2% from 2019; the
total capacity of offshore wind turbines sold by the Group amounted to 2.89GW in
2021, representing a year-on-year increase of 156.1% from 2019.
· Wind and solar farm development and operation : As an integrated renewable
solutions provider, the Group is also engaged in the development and operation
of wind and solar farms. Based on the asset-light "rolling development"
operating philosophy, the Group has different wind and solar farms that are
under different stages of development, operations and sales. The wind and solar
farm development and operation business creates valuable synergies with the
Group's other businesses: (i) the wind farms sold are equipped with the Group's
wind turbines, contributing to the sales of the Group's wind turbines, and (ii)
its customers are inclined to engage the Group for the provision of services in
respect of the wind and solar farms, which enhances the Group's overall branding
and market position as an integrated renewable solutions provider. As at 31
December 2021, the Group's wind and solar farms had an installed capacity of
1.19GW connected to the grid and an installed capacity of 1.79GW under
construction. The Group applies digital and smart technology to design, develop
and optimize its wind farms and provide these wind farms with centralized
operation, maintenance and management. The customized solutions and smart
operation services enable the Group to transparently manage the wind farms
throughout their life cycle covering equipment transportation, installation,
commissioning, operation and maintenance, which helps to shorten the
installation and trial time and reduce unexpected equipment failures and improve
utilisation of the wind turbines. As a result, the Group's wind and solar farms
are highly efficient. In 2021, the average time available of the Group's
renewable farms are 2,583 hours, compared to the national average of 2,246 hours
for wind farms and 1,163 hours for solar farms. Since 2020, the Group completed
the sales of 11 projects with an aggregate capacity of 578.1MW.
· Other renewable energy services : The Group has engaged in other renewable
energy services including renewable EPC services, sales of photovoltaic products
and distribution and sales of electricity. As a full life cycle renewable
solutions provider, the Group has strategically expanded into other renewable
energy businesses such as photovoltaics, energy storage, hydrogen power and
other related businesses. For example, in the area of photovoltaics, the Group
has focused on solutions and applications related to building-integrated
photovoltaics. The Group is constantly researching and developing advanced solar
and hydrogen technologies as well as renewable energy storage solutions. In the
future, the Group will tap into multiple complementary energy sources to develop
more energy storage facilities in its wind and solar farms and further increase
their electricity utilisation.
The Group has established a solid customer base with large power producers and
other enterprises investing in clean energy, including central and local
state-owned enterprises and listed companies. The Group has nationwide
production capabilities. The Group currently has 13 production bases covering
the markets of its major customers.
Over the years, the Group has experienced significant growth in revenues and net
profit. For the years ended 31 December 2019, 2020 and 2021, the Group's total
operating revenue was RMB10,493.2 million, RMB22,457.0 million, RMB27,158.0
million, representing a CAGR of 60.9% between 2019 and 2021. During the same
period, the Group's total net profit was RMB661.3 million, RMB1,304.3 million
and RMB2,959.4 million, representing a CAGR of 111.5% between 2019 and 2021. The
return on equity from 2019 to 2021 was 12.1%, 15.7% and 18.4%, respectively,
providing a good return to the Group's shareholders.
Investment Highlights
The Group believes the competitive strengths set out below place it at the
forefront of the wind turbine industry in China:
The Group is a pioneer in the rapidly developing wind power industry and a
globally leading wind turbine manufacturer based in China, the largest and
fastest-growing wind power market in the world.
Founded in 2006, the Group has maintained a leading position in wind turbine
manufacturing both domestically and globally and has experienced rapid growth in
the past decade. According to Frost & Sullivan, in terms of the total capacity
of wind turbine order backlog, the Group ranked third globally as at 31 December
2021; in terms of newly installed total wind power capacity, the Group's global
ranking has remained in the top seven for the past five years, and its global
market share has grown from 4.8% in 2017 to 7.7% in 2021. In China, the Group
has remained in the top four for the past five years in terms of newly installed
total wind power capacity, and its market share has grown from 12.5% in 2017 to
13.7% in 2021. With regard to offshore wind power, the Group's global ranking
has remained in the top ten for the past five years, and its market share of
newly installed offshore wind power capacity has increased from 0.6% in 2017 to
10.7% in 2021. In China, the Group's ranking has remained in the top five for
the past five years, and its market share in terms of newly installed offshore
wind power capacity has grown from 2.6% in 2017 to 14.0% in 2021, ranking second
in China.
With strong innovation capabilities and industry insights, the Group is an
industry leader. Wind turbines have evolved in the following three dimensions:
the motor and drives have developed from double-fed or direct drive to hybrid
drive; wind turbine size has grown from small to large with longer blades and
larger swept area; and unit material consumption in terms of weight per MW of
wind turbines has decreased. According to Frost & Sullivan, the Group was the
first among its main competitors to develop the semi-direct drive technology in
2008. The same source states that among the newly installed wind power capacity
in China, the proportion of wind turbines using the hybrid drive technology
increased from 3.3% in 2017 to 15.5% in 2021, and is expected to further
increase to 45.8% in 2026. The Group is currently the largest manufacturer of
hybrid drive wind turbines in China. In 2021, the Group ranked first in China in
terms of newly installed capacity of hybrid drive wind turbines, with a market
share of 88.6%. At a time when the industry was dominated by small turbines, the
Group took the initiative in manufacturing large wind turbines. The rotor
diameter of the Group's wind turbines has increased to 242 metres in the Group's
latest model. The Group has achieved a leading position in the offshore wind
turbine market segments of 5.0MW and above, ranking first in the segment in 2021
according to Frost & Sullivan. In 2021, the Group launched the self-developed
16MW MySE16.0-242 offshore wind turbine, which is currently the largest offshore
wind turbine in the world. In addition, with technological innovations, the
Group has greatly reduced the unit material consumption of its wind turbines.
The Group's brand, industry leading position and first-mover advantage have
enabled it to capture opportunities in China, the largest and fastest-growing
wind power market. Under the backdrop of the carbon peaking and carbon
neutrality goals, the Group expects that the utilization rate of wind power will
further increase and the cost of wind power will further decrease as the wind
power technologies continue to evolve. Similarly, the wind power industry is
expected to continue to flourish. According to Frost & Sullivan, the cumulative
installed capacity of global wind power is expected to grow from 957.5GW in 2022
to 1,416.8GW in 2026, at a CAGR of 10.3%. The cumulative installed capacity of
global offshore wind power is expected to grow from 72.4GW in 2022 to 144.7GW in
2026, at a CAGR of 18.9%. The cumulative installed capacity of wind power in
China is expected to grow from 401.4GW in 2022 to 641.0GW in 2026, at a CAGR of
12.4%, of which the cumulative installed capacity of offshore wind power in
China is expected to grow from 37.5GW in 2022 to 90.3GW in 2026, at a CAGR of
24.5%.
The Group's strong R&D and commercialization capabilities drive product and
service innovations to meet changing market demands.
The Group's strong innovation capabilities have led it to independently develop
leading core technologies such as ultra-compact hybrid drive technology,
ultra-large wind turbine technology, anti-typhoon technology and deep-sea
floating technology. The Group possesses platform-based R&D capabilities. It has
independently developed blade segmentation technologies and carbon/glass
fibre-hybrid composites for its rotor blades and set up intelligent operating
systems for its wind farms. Specifically, the Group's strong R&D and
commercialization capabilities are evidenced by the following achievements:
· Breakthrough in ultra-compact hybrid drive technology: the Group started the
development of ultra-compact hybrid drive technology in 2008, ahead of other
major wind turbine manufacturers. The Group's strong R&D capabilities gave the
Group the foresight to select hybrid drive technology over direct drive and
double-fed technologies. Hybrid drive technology combines the advantages of
traditional direct drive and double-fed technologies and helps turbines to be
smaller, lighter and more reliable.
· Advances in ultra-large wind turbines: to increase the economic return of wind
turbines, the Group has set the industry trend in developing larger wind
turbines, including the ultra-large wind turbines, which can reduce the overall
cost of electricity generation. After a decade of research and experiments, the
Group launched the 16MW MySE16.0-242 offshore wind turbine in 2021, which is
currently the world's largest offshore wind turbine. The MySE7.X onshore wind
turbine was also the largest onshore wind turbine when the product was first
launched.
· Development of anti-typhoon wind turbines: in order to utilise wind resources
in Guangdong Province and other typhoon-prone areas, the Group conducted
comprehensive analyses of the effect of wind speed and direction, turbulence,
wind shear and gust on wind turbine operations and integrated the findings into
the design of anti-typhoon wind turbines. In 2018, the Group successfully
installed China's first greater-than-5MW anti-typhoon wind turbine, which was
also at the time the largest anti-typhoon wind turbine in the world in terms of
its rotor diameters. The Group also launched the world's first anti-typhoon
floating wind turbine in 2021.
· Commercialisation of deep-sea floating technologies: relying on its strength
in deep-sea floating technologies, the Group has introduced the first floating
wind turbine in China and achieved grid connection. The deep-sea floating
technology will allow the Group's powerful wind turbines to function in the deep
seas and provide safe and reliable wind power at affordable cost, enabling the
construction of wind turbines from coastal oceans to deep seas.
The R&D facilities set up by the Group include national-level enterprise
technology centres, national and local joint engineering laboratories, a wind
power technology engineering laboratory and an engineering centre and
post-doctoral research station. The Group has also consolidated its global
resources and established an R&D platform with "one headquarters and five
centres", comprising its headquarters in Guangdong, China and five R&D centres
in Beijing, Shanghai, Shenzhen, North Carolina in the United States and Hamburg
in Germany. The Group utilizes an equity incentive plan to mobilize the
management team, key employees and R&D personnel and to promote the Group's
long-term development. As at 31 December 2021, the Group has participated in the
formulation of 180 international and domestic technical standards and has been
granted more than 1,000 patents and more than 300 copyrights. The Group's R&D
expenditure in 2021 was RMB1,054.6 million, accounting for about 3.9% of its
operating revenue during the same period. The Group's R&D-to-revenue ratio in
2021 is higher than average among its peers globally. As at 31 December 2021,
the Group had 2,088 R&D personnel, accounting for 20.7% of its total headcount.
The Group has established long-term and stable cooperative relationship with
leading institutions such as the National Energy Laboratory ECN of the
Netherlands, Lloyd's Register DNVGL of Germany, Fraunhofer Institute Fraunhofer
of Germany and the world's top transmission chain designers such as Romax and
AeroDyn.
With a full range of products and production bases nationwide with
platform-based and flexible production lines, the Group can cater to different
needs quickly and flexibly.
The Group believes that it has one of the most comprehensive and forward-looking
product portfolios among wind turbine manufacturers in China. The Group has
designed onshore and offshore wind turbines that are catered to wind and
climatic conditions in China, including 1.5/2.XMW, 3.XMW, 4.XMW, 5.XMW, 6.XMW
and 7.XMW series onshore wind turbines and 5.XMW, 6.XMW, 7.XMW, 8-10MW and
11-16MW series offshore wind turbines. Each series of wind turbines can also be
fitted with impeller of different sizes depending on local wind conditions and
environments. For example, the 3.0MW series can be fitted with impellers of
diameters of 112 metres, 121 metres, 135 metres, 145 metres and 156 metres. For
wind turbines of the same impeller diameter, the Group has introduced different
types of impellers for different climatic and environmental conditions such as
normal temperature, low temperature, ultra-low temperature, high altitude,
coastal and typhoon.
The Group has platform-based R&D capabilities and flexible production
capabilities. With modularized and platform-based R&D and manufacturing, 80% of
the key components of the Group's wind turbines have the same interface and are
interchangeable, which helps to effectively reduce R&D costs, shorten R&D cycles
and improve R&D efficiency. At the same time, the Group has developed smart
production lines with a quality control system that can seamlessly connect
different stages of the production processes, enable customized production
processes and establish quality control digitally throughout the entire
production process, effectively improving the Group's production efficiency. The
Group has 13 production bases located in Guangdong, Tianjin, Henan, Inner
Mongolia and Qinghai, providing nationwide coverage for the Group. The
geographic distribution of the Group's production bases is primarily driven by
the demand from its surrounding target markets.
The Group has independent production capabilities for core components and has
established in-depth cooperation with suppliers to vertically integrate the
supply chain to achieve cost efficiency and production stability.
The Group has developed independent R&D and manufacturing capabilities for core
components of wind turbines such as blades, gear boxes, current transformers,
pitch control systems and electrical control systems, as well as the capability
to conduct integrated modelling and model verification and validation research.
The Group has production bases in Guangdong, Tianjin, Henan, Inner Mongolia and
Qinghai. The Group's capability to research, design and produce core components
has enabled it to not only better control its costs and improve the Group's
profitability, but also to optimise the design of wind turbines from a holistic
perspective, improve the operating efficiency and reliability of wind turbines
and thus enhance the overall competitiveness of the Group's wind turbine
products.
The Group promotes a vertical integration of its supply chain. The Group's
continuous investment and R&D on the core components have enabled the Group to
export technology to its suppliers, which in return allows the suppliers to
better serve the Group's technical needs and meet its ongoing demand for model
upgrades. At the same time, the Group's in-depth integration of its supply chain
can further reduce costs as the cost of these core components make up a large
percentage of the cost of the wind turbine, while at the same time maintaining
effective quality control and ensuring on-time product delivery.
The Group has established a leading warehousing and logistics system. Together
with the production bases that are strategically located nationwide, the Group
relies on self-operated and third-party warehousing and logistics network to
achieve cost-effective storage and transportation and on-time delivery of its
wind turbines.
The Group's leading intelligent wind and solar farm development and operation
solutions provide full life cycle services and its rolling development model
brings the Group strong resource development capabilities.
The Group applies digital and smart technology to design, develop and optimize
its wind farms. The customized solutions and smart operation services enable the
Group to transparently manage the wind farms throughout their life cycle
covering equipment transportation, installation, commissioning, operation and
maintenance. To that end, the Group has established a big data platform and a
wind farm monitoring system to conduct real-time monitoring and analysis of the
wind turbines that can provide predictive maintenance alerts. The Group has also
invested in technologies such as the Internet of Things, cloud storage and big
data analysis to develop systems such as wind turbine remote status monitoring,
remote diagnosis and repair, wind power prediction, video monitoring to enable
centralized operation, maintenance and management of its wind farms. These
technologies allow convenient scheduling of corrective maintenance, reduce
unexpected equipment failures and improve utilisation of the wind turbines. As a
result, the Group's wind and solar farms are highly efficient. In 2021, the
average time available of the Group's renewable farms are 2,583 hours, compared
to the national average of 2,246 hours for wind farms and 1,163 hours for solar
farms.
Based on the asset-light "rolling development" operating philosophy, the Group
has different wind and solar farms that are under different stages of
development, operations and sales. With the "rolling development" of its wind
and solar resources, the Group believes that it can realise value from equipment
sales, premium related to resource development and its EPC contracts. The Group
believes that the asset-light "rolling development" development model can
greatly enhance its capital efficiency and promote the sustainable development
of its wind and solar farms.
Strong cost control, vertical supply chain integration capabilities and a wind
and solar farm development and operation model enable the Group to have
industry-leading profit margin and shareholder return level.
In the years ended 31 December 2019, 2020 and 2021, the Group's comprehensive
gross profit margin was 22.7%, 18.6% and 21.4%, EBITDA profit margin was 14.9%,
11.3% and 18.0%, net profit margin was 6.3%, 5.8% and 10.9%, return on equity
was 12.1%, 15.7% and 18.4% and return on assets was 2.3%, 3.0% and 5.2%,
respectively.[1] In 2020, the Group's gross profit margin, EBITDA profit margin,
net profit margin and return on equity all ranked first among comparable A-share
listed wind turbine manufacturing companies, and outperformed other listed wind
turbine manufacturing companies in the world.
Compared to its peers, the Group's R&D and production capabilities of core
components including blades, gear boxes, current transformers, pitch control
systems and electrical control systems have enabled the Group to have stronger
cost control capabilities and higher profit margins. In the years ended 31
December 2019, 2020 and 2021, the gross profit margin of the wind turbine and
components business was 19.2%, 16.9% and 19.2%, respectively.[2] At the same
time, as a result of the Group's strong resource development capabilities and
efficient wind and solar farm operation capabilities and the strong performance
of the Group's wind turbines, the Group's gross profit margin from the wind and
solar farm development and operation segment for the years ended 31 December
2019, 2020 and 2021 reached 64.5%, 61.7% and 65.4%, respectively. The Group's
"rolling development" model not only greatly shortens the investment recovery
period, but also brings a considerable premium from the disposal of wind and
solar farms.
The Group leverages its advantages in technological innovations and resources to
synergistically provide integrated wind, photovoltaics, power storage and
hydrogen solutions.
In addition to the wind turbine manufacturing and wind and solar farm operation
and maintenance businesses, the Group actively develops photovoltaics, energy
storage, hydrogen power and other related businesses. The Group has transformed
from a service-oriented manufacturer to a full life cycle renewable solutions
provider with a matrix of high-end equipment manufacturing businesses in
providing integrated wind, photovoltaics, power storage and hydrogen solutions.
With a strong R&D team and more than ten years of R&D experience, the Group has
accomplished the following in the fields of photovoltaics, power storage and
hydrogen:
· Photovoltaics: Zhongshan Ruike New Energy Co., Ltd., one of the Company's
subsidiaries engaged in the development of solar photovoltaic products has
accumulated a deep understanding of the advanced coating technology after years
of independent R&D. The Group has achieved globally leading conversion
efficiency with its cadmium telluride thin film battery module
· Power storage: the Group has three R&D centres that are focused on power
storage related research. The Group possesses the capability to independently
develop and manufacture power conversion systems (" PCS "), energy management
systems (" EMS "), battery management systems and battery packs. In 2021, the
Group established the back-end management platform for resource, network, load
and storage management and applied neural network-based load forecasting and
battery abnormality diagnosis in its EMS.
· Hydrogen: the Group has developed advanced alkaline water electrolysis
technology, which can greatly increase hydrogen production and reduce overall
energy consumption.
Leveraging its advantages in technological innovations and resources, the Group
enjoys strong synergies across its business segments. The Group has a solid and
diverse customer base with large power producers and other enterprises investing
in clean energy, including central and local state-owned enterprises and listed
companies. The Group believes that it will be able to expand its sources of
income by providing diversified solutions integrating wind, photovoltaics,
energy storage, hydrogen and other products and services to its existing
customers. On the other hand, cost efficiency can be greatly improved through
the Group's nationwide network of production bases and logistics systems which
can be used to transport large equipment such as electrolysers.
The Group is committed to green, low-carbon and sustainable product development
life cycle and supply chain management.
As an integrated renewable solutions provider, the Group is committed to
sustainable development and has integrated sustainable development concepts into
its product development and supply chain management. As a result of
technological innovations, the levelized cost of electricity (" LCOE ") of wind
power has decreased from US$64.4 MWh in 2017 to US$52.7 MWh in 2021 globally.
The LCOE of wind power has reached a similar level to that of photovoltaics,
which was approximately US$50.0 MWh globally in 2021, conducive to large-scale
promotion and application of wind power. In addition, in 2021, the Group
successfully implemented the world's first integrated offshore wind power
development project that combined offshore wind power generation, sea water
hydrogen production and marine farming.
In addition, the Group has applied sustainability concepts in its manufacturing
and logistics processes. On 1 June 2021, the Group released its first carbon
neutrality report with an aim to create the largest renewable energy supply
system under the 3060 Goal. The Group has committed to making its operational
activities carbon neutral by the end of 2023. The Group uses advanced digital
energy management technologies to manage emissions and continuously optimizes
its manufacturing processes, facilities and packaging and logistics processes to
minimise their impact on the environment. The Group places heavy emphasis on
environmental considerations when specifying its supply chain standards. The
Group also strives to use electricity from a low-carbon energy source at its own
production bases and office buildings, favours regions with abundant green
resources in its business planning and takes the lead in realizing its own
carbon neutrality goal.
The Group has a dynamic culture and a visionary management team with extensive
industry experience.
The Group has a stable management team with an average industry experience of
over 25 years with Mr. ZHANG Chuanwei, the Group's Chairman, Chief Executive
Officer and General Manager, Mr. SHEN Zhongmin, the Group's Vice Chairman and
Chief Strategy Officer, and Mr. ZHANG Qiying, the Group's Chief Operating
Officer and Chief Technology Officer, at its core. The management team has
diverse experience in both domestic and overseas markets and exceptional
strategic management capabilities and possesses deep insights and in-depth
understanding of the renewable industry. Benefiting from the foresight of the
management team and their relentless pursuit of innovation, the Group has taken
a lead in developing and deploying leading core technologies such as the compact
hybrid drive technology, ultra-large offshore wind turbine technology,
anti-typhoon technology and deep-sea floating technology amongst the industry
peers. Under their leadership, the Group has established an integrated supply
chain and is capable of providing integrated wind, photovoltaics, power storage
and hydrogen solutions.
The Group has a dynamic, open and motivated corporate culture with an emphasis
on talent retention. The Group provides equity incentives to core personnel to
further incentivise them and to align their interest with that of the Company.
The Group believes that its "each employee is a partner" culture is conducive to
attracting outstanding talents and promoting employees' motivation and
creativity, which are crucial to the long-term success of the Group.
Business Strategies
The Group will continue to advance its wind turbine technology and solidify its
leading position in the wind power industry.
The Group believes that the wind power industry will continue to evolve towards
larger and lower-cost wind turbines. Deep-sea floating wind turbines will also
become more popular. Therefore, the Group will continue to invest in the R&D of
core technologies such as ultra-large offshore technology, anti-typhoon
technology and deep-sea floating technology. Based on its strong independent and
platform-based R&D capabilities, the Group will continue to launch new onshore
and offshore wind turbines that can better adapt to different environments to
meet the rapidly changing customer needs.
The Group will further accelerate the commercialization of offshore and deep-sea
floating wind turbines. Offshore and deep-sea floating wind turbines have strong
growth potential. According to Frost & Sullivan, the global cumulative installed
capacity of offshore wind power is expected to increase to 144.7GW in 2026,
representing a CAGR of 18.9% from 72.4GW in 2022. Total deep-sea wind resources
in China located in waters with depth of over 50 metres are estimated to be over
1,200GW. Approximately 60% of deep-sea wind resources in China is located in
waters of over 70 kilometres offshore. It is an inevitable trend for wind power
projects to go from offshore to deep-sea. The global aggregate installed
capacity of deep-sea floating wind power projects is estimated to exceed 6.0GW
by 2030. As the Group continues to invest in offshore and deep-sea floating wind
turbine technologies, it will take the lead in the transition from coastal
oceans to deep sea wind power development, further solidify its leading position
in the wind power industry.
The Group will continue to integrate vertically and improve its operational
efficiency.
The Group will continue to integrate its supply chain and further improve its
independent R&D capabilities for wind turbine components such as blades and
current transformers. The Group believes that such independent research
capabilities will improve the availability of the components and enable the
Group to better control their costs, which will in turn ensure the on-time
delivery of the products and stabilize and improve the Group's gross profit
margin.
The Group will continue to strengthen the R&D of new materials to further reduce
the cost of wind turbines.
The Group will continue to invest in the R&D of new materials to further reduce
the weight and cost of wind turbines while ensuring stable performance. The
Group plans to promote the use of carbon/glass fibre-hybrid composite material
in wind turbine blades, which can effectively reduce weight and the relevant
material costs. At the same time, the Group will seek to innovate the design of
gearboxes, which will further reduce costs of wind turbines.
The Group will continue to explore further opportunities with its existing
business and continue to improve the Group's capability as an integrated
solutions provider.
With the increased popularity of renewable energy, the aftermarket businesses
for renewable energy will also become more important. Frost & Sullivan predicts
that the average age of wind turbines will increase to 8.2 years per MW globally
in 2026, an increase from 6.9 years per MW in 2021. Frost & Sullivan also
predicts that, from 2017 to 2021, the percentage of wind turbines of over 10
years in China will increase from 3.2% to 18.2%. By 2026, 25.8% of wind turbines
will be over 10 years, which will bring ample market opportunities for wind
turbine upgrading and other businesses. The Group has deployed resources to
carry out businesses such as renovating and upgrading obsolete wind turbines,
and will seek to expand the business and provide comprehensive aftermarket
services and integrated solutions to explore further opportunities.
As at 31 December 2021, the cumulative capacity of wind turbines that the Group
provided operational and maintenance services on exceeded 33GW. Intelligent
operational and maintenance services help wind farm operators to increase the
availability of their wind turbines and prevent unexpected equipment failures,
thereby increasing the operating revenue of these wind farms. With the
development of technologies such as AI and big data, the Group will further
improve its intelligent operational and maintenance service capabilities by, for
example, further improving its predictive maintenance capabilities based on the
gathered data.
The Group will continue its development and operation of wind and solar farms
and expand its international business to provide diversified sources of income.
As at 31 December 2019, 2020 and 2021, the aggregate installed capacity of the
Group's grid-connected wind and solar farms amounted to 741MW, 1.08GW and
1.19GW, respectively, and the wind and solar farm development and operation
business generated a significant amount of revenue and profit for the Group
during the same period. The Group's wind and solar farm development operation
business has benefited from its advanced wind turbine technologies, intelligent
operational and maintenance services and the liquidity support brought by the
rolling development model. With the Group's resource reserves continue to rise,
The Group will leverage on its rising resource reserves to promote its wind and
solar farm development and operation business in a sustainable manner.
The Group will continue to explore the international market. With the help of
R&D and services centres in Hamburg, North Carolina and Copenhagen, the Group
will seek to expand to more international markets with its outstanding wind
turbine performance and cost advantages. The Group's target market currently
includes Southeast Asia, Northeast Asia and Europe and South America.
The Group will continue to promote a development strategy integrating wind,
photovoltaics, power storage and hydrogen.
Backed by its success in the wind turbine manufacturing and wind and solar farm
development and operation businesses, the Group will continue to invest in the
R&D of energy storage, hydrogen power and other fields to further develop itself
as an integrated renewable solutions provider. For example, the Group's
self-developed building-integrated photovoltaics glass has been used as the
glass curtain wall of the National Speed Skating Oval and the Capital Museum in
Beijing. In the future, the Group will continue to expand the application of
related technologies and products. With regard to the energy storage business,
the Group will promote the large-scale application of clean energy by increasing
the grid compatibility of various complementary energy sources. The Group will
also develop more energy storage facilities in its wind and solar farms to
increase the consumption ratio. In the future, the Group will combine the R&D of
hydrogen power technologies such as electrolysers to further enhance the
continuous output and flexibility of renewable energy generation.
The Group will continue to advance its sustainable development and carbon
neutrality goal.
As a global integrated renewable solutions provider, the Group is committed to
providing smart and green energy. The Group has incorporated carbon neutrality
and sustainable development philosophy into its business model and is committed
to the mission of "innovating clean energy for the benefit of the society".
Through technological innovations, the Group will provide accessible green and
smart energy to the whole society.
The Group will incorporate the carbon neutrality goal into the products' entire
life cycle, further optimize the product design, production, packaging and
logistics processes, promote the use of advanced digital management platforms,
and manage the carbon emissions more precisely during the product life cycle. In
addition, the Group will place more environmental considerations when specifying
its supply chain standards.
The Group will continue to promote the carbon neutrality of its operations. It
will formulate a carbon emission reduction plan according to local conditions
and gradually achieve clean energy consumption at its production bases. The
Group has committed to making its operational activities carbon neutral by the
end of 2023. The carbon neutrality goal further demonstrates the Group's
ambition and confidence in technological innovation and solutions as a leader in
smart energy.
Dividend Policy
After completion of the Offering, the Company may distribute dividends in the
form of cash or stocks. Any proposed distribution of dividends shall be
formulated by the Company's senior management and will be subject to the Board's
and shareholders' approval. A decision to declare or to pay any dividends in the
future, and the amount of any dividends, will depend on a number of factors,
including the Group's results of operations, cash flows, financial condition,
payments by its subsidiaries of cash dividends to the Company, the stage of the
Company's development, its business prospects, statutory, regulatory and
contractual restrictions on its declaration and payment of dividends and other
factors that the Board may consider important.
According to the applicable PRC laws and the articles of association of the
Company (the " Articles of Association "), the Company will pay dividends out of
its profit after tax only after it has made the following allocations:
· recovery of accumulated losses, if any;
· allocations to the statutory reserve equivalent to 10% of its profit after
tax, and, when the statutory reserve reaches and is maintained at or above 50%
of its registered capital, no further allocations to this statutory reserve will
be required;
· allocation, if any, to a discretionary common reserve fund an amount approved
by the shareholders of the Company in a shareholders' meeting.
Furthermore, as set forth in its Articles of Association, the Company
distributes dividends primarily in the form of cash, but may also distribute
dividends in the form of stocks. The Company shall in principle distribute cash
dividends every fiscal year, and may declare interim dividends as it considers
appropriate, provided that the Company records a positive profit for the year
and has positive retained earnings. In principle, the profits for distribution
in each fiscal year shall be no less than 10% of the distributable profits
realised in the same period. According to its Articles of Association, the
Company implements a tiered cash distribution policy: if the Company has reached
a mature stage and there is no major capital expenditure expected, cash
dividends shall account for no less than 80% of the overall dividend
distribution; if the Company has reached a mature stage but there is major
capital expenditure expected, cash dividends shall account for no less than 40%
of the overall dividend distribution; and if the Company is at a growth stage
and there is major capital expenditure expected, cash dividends shall account
for no less than 20% of the overall profit distribution. For the years ended 31
December 2019, 2020 and 2021, the Company distributed cash dividend of RMB0.078,
RMB0.1100 and RMB0.2211 per share, respectively. However, the Company is allowed
to amend its Articles of Association with the approval of more than two thirds
of the voting rights held by the shareholders attending the shareholders'
meetings and there is no assurance that the Company will distribute the
dividends in an amount as specified in the Articles of Association.
Management and Corporate Governance
The Board of Directors is responsible for the general management of the Company
and is accountable to the general meeting. Board meetings include routine board
meetings and extraordinary board meetings. A routine board meeting is required
to be called at least twice a year. An extraordinary board meeting may be called
upon demand.
The Board of Directors currently consists of 11 Directors, including four
independent non-executive Directors. A Director serves a term of three years and
may seek re-election upon expiry of the said term.
The senior management team consists of:
· CFO: Mr. LIANG Caifa
· Vice Presidents: Mr. CHENG Jiawan, Mr. YU Jiangtao, Mr. YANG Pu, Mr. ZHANG
Zhonghai, Mr. WANG Dongdong, Ms. YI Lingna
· Secretary of the Board of Directors: Mr. LIU Jianjun.
Corporate Information
Ming Yang Smart Energy Group Limited is a joint stock company incorporated in
the People's Republic of China with limited liability under the corporate name 明
in June 2006 and listed on the Shanghai Stock Exchange under stock code 601615
in January 2019.
The Company's registered office is located at Ming Yang Industrial Park, No. 22,
Huoju Avenue, Zhongshan Torch High-tech Industrial Development Zone, Zhongshan
City, Guangdong, PRC.
For further information, please visit the website of the Company at
http://www.myse.com.cn, or contact +86 010 5081 5010.
Disclaimer / Forward Looking Statements
The contents of this announcement have been prepared by and are the sole
responsibility of the Company.
The information contained in this announcement is for background purposes only
and does not purport to be full or complete nor does it constitute or form part
of any invitation or inducement to engage in investment activity, nor does it
constitute an offer or invitation to buy any securities in any jurisdiction
including the United States, or a recommendation in respect of buying, holding
or selling any securities. No reliance may be placed by any person for any
purpose on the information contained in this announcement or its accuracy,
fairness or completeness.
This announcement is not for publication or distribution, directly or
indirectly, in or into the United States (including its territories and
possessions, any state of the United States and the District of Columbia),
Australia, Canada, Japan, South Africa or any other jurisdiction where to do so
would constitute a violation of the relevant laws of such jurisdiction. The
distribution of this announcement may be restricted by laws in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.
This announcement is not an offer to sell, or solicitation of an offer to buy,
acquire or subscribe for, or otherwise invest in, any securities to any person
in the United States (including its territories and possessions, any state of
the United States and the District of Columbia), Australia, Canada, Japan, South
Africa or in any other jurisdiction in which such offer or solicitation would be
unlawful. The Offer GDRs have not been, and will not be, registered under the
Securities Act, or the securities laws of any State of the United States and may
not be offered or sold in the United States unless registered under the
Securities Act or pursuant to or an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and any
applicable state or local securities law. The Company has not and does not
intend to make any public offer of securities in the United States.
For persons in any member state of the European Economic Area (the " EEA "),
this announcement and any offer if made subsequently is only addressed to and
directed at persons who are "qualified investors" (" Qualified Investors ")
within the meaning of Article 2(e) of the Regulation (EU) 2017/1129.
For persons in the United Kingdom, this announcement and any offer if made
subsequently is only addressed to and directed at persons who are "qualified
investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129 as it
forms part of retained EU law as defined in the European Union (Withdrawal) Act
2018 and who (i) have professional experience in matters relating to investments
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the " Order "), (ii) are high net
worth entities who fall within Article 49(2)(a) to (d) of the Order, or (iii)
are otherwise persons to whom it may otherwise lawfully be communicated (all
such persons being referred to as " relevant persons ").
This announcement must not be acted on or relied on (i) in the United Kingdom,
by persons who are not relevant persons, and (ii) in any member state of the
EEA, by persons who are not Qualified Investors. Any investment or investment
activity to which this announcement relates is available only to and will only
be engaged with (i) in the United Kingdom, relevant persons, and (ii) in any
member state of the EEA, Qualified Investors.
This announcement may include statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements may be identified
by the use of forward-looking terminology, including the terms "believe",
"expect", "anticipate", "intend", "estimate", "forecast", "project", "will",
"may", "target", "should" and similar expressions, or, in each case, their
negative or other variations or comparable terminology, or by discussions of
strategy, plans, objectives, goals, future events or intentions. Forward-looking
statements may and often do differ materially from actual results. Any
forward-looking statements reflect the Company's current view with respect to
future events and are subject to risks relating to future events and other
risks, uncertainties and assumptions relating to the Group's business, results
of operations, financial position, liquidity, prospects, growth and strategies.
Forward-looking statements speak only as of the date they are made.
To the fullest extent permitted under applicable laws, the Company and each of
the Joint Bookrunners and their respective affiliates expressly disclaims any
obligation or undertaking to update, review or revise any forward looking
statement contained in this announcement whether as a result of new information,
future developments or otherwise.
Any subscription or purchase of Offer GDRs in the proposed Offering should be
made solely on the basis of information contained in the Prospectus which may be
issued by the Company in connection with the Offering. The information in this
announcement is subject to change. Before subscribing for or purchasing any
Offer GDRs, persons viewing this announcement should ensure that they fully
understand and accept the risks which will be set out in the Prospectus if
published. No reliance may be placed for any purpose on the information
contained in this announcement or its accuracy or completeness. This
announcement shall not form the basis of or constitute any offer or invitation
to sell or issue, or any solicitation of any offer to purchase or subscribe for
any Offer GDRs or any other securities nor shall it (or any part of it) or the
fact of its distribution, form the basis of, or be relied on in connection with,
any contract therefor.
The timing of any offering and Admission may be influenced by a variety of
factors which include market conditions. The Company may decide not to go ahead
with the proposed Offering and/or Admission and therefore there is no guarantee
that the Prospectus will be published, the proposed Offering will proceed or
Admission will occur. Potential investors should not base their financial
decision on the Company's intentions in relation to Admission or this
announcement. Acquiring investments to which this announcement relates may
expose an investor to a significant risk of losing all of the amount invested.
Persons considering making investments should consult an authorised person
specialising in advising on such investments. This announcement does not
constitute a recommendation concerning the proposed Offering. The value of GDRs
can decrease as well as increase. Past performance is not a guide to future
performance. Information in this announcement cannot be relied upon as a guide
to future performance. Before purchasing any securities in the Company, persons
viewing this announcement should ensure that they fully understand and accept
the risks which will be set out in the Prospectus, if published. Potential
investors should consult a professional advisor as to the suitability of the
proposed Offering for the person concerned.
None of the Company, the Joint Bookrunners or any of their respective
affiliates, or any of their or their affiliates' directors, officers, employees,
advisors or agents, accepts any responsibility or liability whatsoever for or
makes any representation or warranty, express or implied, as to the truth,
accuracy or completeness of the information in this announcement (or whether any
information has been omitted from the announcement) or that any transaction has
been or may be effected on the terms or in the manner stated herein or as to the
achievement or reasonableness of future projections, management targets,
estimates, prospects or returns, if any, or any other information relating to
the Company, its subsidiaries or associated companies, whether written, oral or
in a visual or electronic form, and howsoever transmitted or made available or
for any loss howsoever arising from any use of the announcement or its contents
or otherwise arising in connection therewith. The Company, the Joint Bookrunners
and their respective affiliates, accordingly disclaim all and any liability
whether arising in tort, contract or otherwise which they might otherwise have
in respect of this announcement or its contents or otherwise arising in
connection therewith.
The Joint Bookrunners and their affiliates are acting exclusively for the
Company and no-one else in connection with the Offering. They will not regard
any other person as their respective clients in relation to the Offering and
will not be responsible to anyone other than the Company for providing the
protections afforded to their respective clients, nor for providing advice in
relation to the Offering, the contents of this announcement or any transaction,
arrangement or other matter referred to herein.
UBS AG London Branch is authorised and regulated by the Financial Market
Supervisory Authority in Switzerland, and in the United Kingdom is authorised by
the United Kingdom Prudential Regulation Authority (the " PRA ") and subject to
regulation by the FCA and limited regulation by the PRA. HSBC Bank plc is
authorised by the PRA and regulated by the FCA and PRA in the United Kingdom.
CLSA Limited is licensed by the Securities and Futures Commission of Hong Kong.
China International Capital Corporation (UK) Limited is authorised and regulated
by the FCA in the United Kingdom. Haitong International Securities Company
Limited is licensed by the Securities and Futures Commission of Hong Kong.
In connection with the Offering, the Joint Bookrunners and/or any of their
respective affiliates and/or funds managed by affiliates of the Company acting
as an investor for its or their own account(s) may subscribe for the Offer GDRs
and, in that capacity, may retain, purchase, sell, offer to sell or otherwise
deal for its or their own account(s) in such Offer GDRs, any other securities of
the Company or other related investments in connection with the Offering or
otherwise. Accordingly, any references in the Prospectus, if published, to the
Offer GDRs being issued, offered, subscribed, acquired, placed or otherwise
dealt in should be read as including any issue or offer to, or subscription,
acquisition, placing or dealing by, the Joint Bookrunners and/or any of their
respective affiliates and/or funds managed by affiliates of the Company acting
in such capacity. In addition, certain of the Joint Bookrunners or their
affiliates may enter into financing or hedging arrangements (including swaps or
contracts for differences) with investors in connection with which such Joint
Bookrunners (or their affiliates) may from time to time acquire, hold or dispose
of GDRs. Neither the Joint Bookrunners nor any of their respective affiliates
intend to disclose the extent of any such investment or transactions otherwise
than in accordance with any legal or regulatory obligation to do so.
In connection with the Offering, UBS AG London Branch, as the Stabilising
Manager (or persons acting on behalf of the Stabilising Manager) may (but will
be under no obligation to), to the extent permitted by applicable law,
over-allot GDRs or effect other transactions with a view to supporting the
market price of the GDRs at a level higher than that which might otherwise
prevail in the open market. The Stabilising Manager may make deferred settlement
arrangements with one or more investors to facilitate its stabilisation action.
However, there is no assurance that the Stabilising Manager (or persons acting
on behalf of the Stabilising Manager) will undertake any stabilisation action.
Any stabilisation action may begin on the date of announcement of the Offer
Price and, if begun, may be ended at any time but must end no later than 30
calendar days thereafter (the " Stabilisation Period "). Any stabilisation
action must be undertaken in accordance with applicable laws and regulations.
Save as required by law or regulation, the Stabilising Manager does not intend
to disclose the extent of any over-allotments made and/or stabilisation
transactions concluded in relation to the Offering.
In connection with the Offering, the Stabilising Manager may, for stabilisation
purposes and subject to entering into the deferred settlement arrangements
described above, over-allot such number of GDRs equivalent to up to USD 50
million based on the Offer Price and representing no more than 10% of the total
number of GDRs sold in the Offering (excluding the Over-allotment GDRs (as
defined below)). For the purposes of allowing it to cover short positions
resulting from any such over-allotments and/or from sales of GDRs effected by it
during the Stabilisation Period, the Stabilising Manager will enter into
over-allotment arrangements pursuant to which the Stabilising Manager may
purchase or procure purchasers for such number of GDRs equivalent to up to USD
50 million based on the Offer Price and representing no more than 10% of the
total number of GDRs comprised in the Offering (the " Over-allotment GDRs ")
excluding the Over-allotment GDRs, at the Offer Price. The over-allotment
arrangements will be exercisable in whole or in part, upon notice by the
Stabilising Manager, at any time on or before the 30th calendar day after the
date of announcement of the Offer Price. Any Over-allotment GDRs made available
pursuant to the over-allotment arrangements, including for all dividends and
other distributions declared, made or paid on the GDRs, will be purchased on the
same terms and conditions as the GDRs being issued or sold in the Offering and
will form a single class for all purposes with the other GDRs.
Unless otherwise indicated, market, industry and competitive position data are
estimates (and accordingly, approximate) and should be treated with caution.
Such information has not been audited or independently verified, nor has the
Company ascertained the underlying economic assumptions relied upon therein.
Certain data in this announcement, including financial, statistical, and
operating information has been rounded. As a result of the rounding, the totals
of data presented in this announcement may vary slightly from the actual
arithmetic totals of such data. Percentages in tables may have been rounded and
accordingly may not add up to 100%.
For the avoidance of doubt, the contents of the Company's website are not
incorporated by reference into, and do not form part of, this announcement.
Information to Distributors
Solely for the purposes of the product governance requirements of Chapter 3 of
the FCA Handbook Product Intervention and Product Governance Sourcebook (the "
UK Product Governance Requirements ") and/or any equivalent requirements
elsewhere to the extent determined to be applicable, and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which any
"manufacturer" (for the purposes of the UK Product Governance Requirements) may
otherwise have with respect thereto, the Offer GDRs have been subject to a
product approval process, which has determined that such Offer GDRs are (i)
compatible with an end target market of retail investors and investors who meet
the criteria of professional clients and eligible counterparties, each as
defined in Chapter 3 of the FCA Handbook Conduct of Business Sourcebook (" COBS
"); and (ii) eligible for distribution through all permitted distribution
channels (the " Target Market Assessment ").
Notwithstanding the Target Market Assessment, distributors (for the purposes of
the UK Product Governance Requirements) should note that: the price of the Offer
GDRs may decline and investors could lose all or part of their investment; the
Offer GDRs offer no guaranteed income and no capital protection; and an
investment in the Offer GDRs is compatible only with investors who do not need a
guaranteed income or capital protection, who (either alone or in conjunction
with an appropriate financial or other adviser) are capable of evaluating the
merits and risks of such an investment and who have sufficient resources to be
able to bear any losses that may result therefrom. The Target Market Assessment
is without prejudice to the requirements of any contractual, legal or regulatory
selling restrictions in relation to the Offering. Furthermore, it is noted that,
notwithstanding the Target Market Assessment, the Joint Bookrunners will only
procure investors who meet the criteria of professional clients and eligible
counterparties.
For the avoidance of doubt, the Target Market Assessment does not constitute:
(a) an assessment of suitability or appropriateness for the purposes of Chapter
9A or 10A, respectively, of COBS; or (b) a recommendation to any investor or
group of investors to invest in, or purchase, or take any other action
whatsoever with respect to the Offer GDRs.
Each distributor is responsible for undertaking its own target market assessment
in respect of the Offer GDRs and determining appropriate distribution channels.
--------------------------------------------------------------------------------
1. EBITDA and EBITDA margin are not PRC GAAP measures and should
not be considered as an alternative to net profit, net margin or any other
performance measures derived in accordance with PRC GAAP or as
an alternative to cash flow from operating activities or as a measure of the
Group's liquidity.
2. The decrease in the gross profit margin between the year ended 31 December
2019 and the year ended 31 December 2020 was primarily due to a reclassification
of the transportation and loading fees to operating costs in line with the
change in the relevant accounting standards that became effective in 2020. For
the years ended 31 December 2019, 2020 and 2021, the transportation and loading
fees were RMB265.6 million, RMB695.2 million and RMB869.0 million, respectively.
This information is provided by RNS, the news service of the London Stock
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