China Solar & Clean Energy Solutions, Inc. Signs Definitive Agreement to Acquire Shenzhen PengSangPu Solar Industrial Products C
January 16 2008 - 7:30AM
PR Newswire (US)
Strategic Acquisition Creates New Growth Opportunities in Southern
China's Market Acquisition to Complement the Company's Core Solar
Water Heater Business Strategy LOS ANGELES and BEIJING, Jan. 16
/Xinhua-PRNewswire-FirstCall/ -- China Solar & Clean Energy
Solutions, Inc. (f/k/a Deli Solar (USA), Inc.) (OTC:CSOL) (BULLETIN
BOARD: CSOL) (the "Company"), a premier manufacturer and
distributor of solar water heaters, space heating devices and
renewable energy solutions in the People's Republic of China (the
"PRC"), today announced that it has entered into a definitive
agreement to acquire Shenzhen PengSangPu Solar Industrial Products
Corporation ("Shenzhen PengSangPu"). The acquisition of Shenzhen
PengSangPu will enable China Solar to immediately begin leveraging
its technology and engineering capabilities and expertise, and will
significantly expand China Solar's customer base and presents a
commercial and industrial market opportunity for solar water
heaters in southern China. Under the terms of the agreement, China
Solar's subsidiary, Beijing Deli Solar Technology Development Co.,
Ltd., will acquire 100% of the equity interest of Shenzhen
PengSangPu Solar Industrial Products Corporation including its net
assets and trademarks for approximately $2.8 million in China Solar
common stock plus the audited net asset value of PengSangPu in
cash. The cash paid to the owners of PengSangPu will be
re-deposited into the Company as a shareholder loan for working
capital. Fifty percent of the loan will be repaid after one year
and the rest will be repaid after the second year by the Company.
For the first nine months of 2007, Shenzhen PengSangPu's revenue
was $7.7 million and net income was $0.7 million. Under the terms
of the agreement, if Shenzhen PengSangPu's sales revenue is less
than $13.6 million, with an after-tax net profit less than $1.3
million for the year ended December 31, 2008; or if in the year
ended December 31, 2009, it doesn't reach the targeted sales
revenue of $19.8 million or the after-tax net profit of $1.7
million, Shenzhen PengSangPu will pay the difference between the
actual revenue and the targeted revenue of the year by reducing the
amount payable on the shareholders' cash loan. If the shareholders'
loan is not sufficient to pay the difference, the common shares
held by the Shenzhen PengSangPu owners will be returned to China
Solar to the extent necessary for the remaining balance owed.
Shenzhen PengSangPu was formed in 1993 in Shenzhen, China. It
specializes in manufacturing and selling flat plate solar water
heaters, and installation and engineering of central solar hot
water systems for business users including schools, hotels,
hospitals, and factories. Shenzhen PengSangPu holds 7 patents and a
very strong brand name in China. Its annual production capacity of
flat plate solar power collector is 400,000 square meters which are
sold in China, the EU, and North America. The Company is ISO9001
certified and AAA+ standard company authorized by Institute of
Chinese Product Quality Association. "We are very excited to
announce the acquisition of Shenzhen PengSangPu, an important
milestone in complementing our core business strategy of becoming a
fully integrated clean technology and renewable energy solutions
provider," said Mr. Deli Du, Chief Executive Officer of China
Solar. "The acquisition of Shenzhen PengSangPu extends our
strategic footprint and opens new markets in Southern China where
local government strongly support using solar water heaters in
residential buildings. This transaction brings us additional
proprietary products and complements our Clean Technology Energy
product portfolio." "In addition, Shenzhen PengSangPu offers a
variety of experience in installing and engineering central solar
water heater system. We are delighted that PengSangPu's senior
management and its over 200 engineers and technicians will be
joining our Company. By integrating their proprietary technologies
and engineering expertise, we expect to both improve our
competitive advantage and overall profit margins. The acquisition
is expected to be accretive to China Solar's 2008 earnings," Mr. Du
concluded. About China Solar & Clean Energy Solutions, Inc.
China Solar & Clean Energy Solutions, Inc. operates through its
wholly owned subsidiaries Bazhou Deli Solar Heating Energy Co.
Ltd., Beijing Deli Solar Technology Development Co., Ltd. and its
51% ownership in Tianjin Huaneng Energy Equipment Company, all of
which are located in the PRC. The Company manufactures and
distributes hot water and space heating devices to customers in the
PRC, in addition to waste heat recovery systems. For more
information, please visit http://www.cn-cse.com/ . Safe Harbor
Statement: Certain statements in this news release may contain
forward-looking information about China Solar & Clean Energy
Solutions, Inc. and its subsidiaries' business and products within
the meaning of Rule 175 under the Securities Act of 1933 and Rule
3b-6 under the Securities Exchange Act of 1934, and are subject to
the safe harbor created by those rules. The actual results may
differ materially depending on a number of risk factors including,
but not limited to, the general economic and business conditions in
the PRC, market and customer acceptance and demand for products,
ability to market products, fluctuations in foreign currency
markets, the use of estimates in the preparation of financial
statements, the impact of competitive products and pricing, the
ability to develop and launch new products on a timely basis, the
regulatory environment, fluctuations in operating results, and
various other factors beyond its control. All forward-looking
statements are expressly qualified in their entirety by this
Cautionary Statement and the risks factors detailed in the
Company's reports filed with the Securities and Exchange
Commission. China Solar & Clean Energy Solutions, Inc.
undertakes no duty to revise or update any forward-looking
statements to reflect events or circumstances after the date of
this release. For more information, please contact: Gary Lam China
Solar & Clean Energy Solutions, Inc. Tel: +86-10-6385-0516
Email: Feng Peng HC International, Inc. Tel: +1-917-558-7610 Email:
DATASOURCE: China Solar & Clean Energy Solutions, Inc. CONTACT:
Gary Lam of China Solar & Clean Energy Solutions, Inc., +86-10-
6385-0516, or ; Feng Peng of HC International, Inc., +1-
917-558-7610, or , for China Solar & Clean Energy Solutions,
Inc. Web site: http://www.cn-cse.com/
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