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SUPPLEMENTAL ANNOUNCEMENT - DISCLOSEABLE TRANSACTIONIN RELATION TO SUBSCRIPTION OF THE FUND

2024-07-03 00:00:00

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.GCL New Energy Holdings Limited协鑫新能源控股有限公司 (Incorporated in Bermuda with limited liability) (Stock code: 451) SUPPLEMENTAL ANNOUNCEMENT DISCLOSEABLE TRANSACTION IN RELATION TO SUBSCRIPTION OF THE FUND Reference is made to the announcement of GCL New Energy Holdings Limited (the “Company”) dated 25 June 2024 (the “First Announcement”) in relation to the subscription of the Fund. Unless otherwise stated terms used in this announcement have the same meanings as defined in the First Announcement.The Board wishes to provide supplemental information in relation to the Fund and the Investment Manager.INFORMATION OF THE INVESTMENT MANAGER The Investment Manager has been appointed to manage and invest the assets of the Fund. The Investment Manager is a specialty Asian investment manager focusing on investment returns through transformative private equity investments centered around Asia’s pillar industries advanced materials and battery technologies semiconductors and electronics automotive and industrial automation and software.Fund Investment Principals The investment principals of the Fund are Dr. Yi Hyon Paik (“Dr. Paik”) and Mr. Denis Tik- Yang Tse (“Mr. Tse”) who each has extensive experience in investment and fund management set out below: Dr. Yi Hyon Paik From 2009 to 2010 Dr. Paik worked at the Dow Chemical Company as the business group vice president and head of electronic materials business. Before his position at Dow Chemical ? 1 ?Company he served at Rohm and Haas as business group vice president and president of the electronic materials business. From 2010 to 2013 he was the executive vice president and head of the electronic materials business at Samsung Cheil Industries. From 2014 to 2016 Dr. Paik served as president and chief strategy officer of Samsung SDI Company a publicly listed South Korean company producing lithium-ion batteries and electric materials. Dr. Paik was also a board member of Versum Materials Inc. from 2016 until the company was acquired by Merck KGaA in 2019. He has served as a partner at the Investment Manager from 2020 and 2023.Dr. Paik earned a Bachelor of Arts and a Master of Science degree in Chemistry from Seoul National University in Korea in 1979 and 1981 respectively and a Doctor of Philosophy degree in Chemistry at the University of Pittsburgh in the United States of America in 1987. He was also a Postdoctoral Fellow at the Columbia University in the United States of America from 1988 to 1989. Dr. Paik has extensive leadership experience as an executive officer in multinational companies the electronic materials industry and the energy storage industry. He also has experience in research and development strategic planning and global business expertise with an extensive technical understanding.Mr. Denis Tik-Yang Tse Mr. Tse is the chief executive officer and managing partner of the Fund.Mr. Tse has 23 years of private equity investing experience winning industry recognitions including Chief Investment Officer Magazine “40 Under 40”. He has extensive experience in investing in independent advanced manufacturing private equity investors in Asia.Mr. Tse has been the chief executive officer and responsible officer at Asia-IO Partners International Pte. Ltd. (formerly known as ACE Equity Partners International Pte. Ltd.) in Singapore since 2020. He is the founding managing partner of its predecessor Asia-IO Advisors Limited in Hong Kong since 2015. Notable investments of Mr. Tse during the period included Maxnerva Technology Services Limited Source Photonics Inc. HMD Global Inc. Woojin E&M Cloud Light Technology Limited Jaguar Microsystems Co. Ltd. and Advanced Assembly Materials International.Between 1999 and 2009 Mr. Tse has worked as an investment professional in various venture capital and private equity capacities including Piper Jaffray Ventures in the United States of America and Whitney & Co. HSBC Private Equity (Asia) and CDIB Capital in Hong Kong.He also co-founded Acasia Technologies in Hong Kong in 2001 and served as a consultant to Warburg Pincus in Hong Kong and Beijing in 2003.From 2009 to 2015 Mr. Tse was the head of private markets in Lockheed Martin Investment Management Co. in Hong Kong.? 2 ?Mr. Tse earned a Master of Business Administration degree at INSEAD Business School in France in 2003 and a bachelor degree in Economics and Policy Studies from Northwestern University in the United States of America in 1998. He has also been serving as the Justice of the Peace in Hong Kong since 2020.Fund Investors To the best knowledge information and belief of the Directors having made all reasonable enquiries as of the date of this announcement all of the management shares of the Fund is owned by Acevio which in turn is held as to 95% and 5% by Mr. Tse and Mr. Wang Yi each an Independent Third Party.As at the date of this announcement the Investment Manager is in the process of raising the requisite capital for the Fund and to the best knowledge information and belief of the Directors having made all reasonable enquiries (i) the Company is the initial investor and the only investor to date who has submitted a Subscription Application to the Fund; (ii) the Fund is intended to be structured for rolling closing to admit subsequent subscribers to be raised from a targeted group of accredited and institutional investors who are expected to be Independent Third Parties; (iii) the Fund also co-invests alongside an entity in United Arab Emirates which Acevio is the ultimate beneficial owner of the general partner and Asia-IO Partners International Pte. Ltd. is the investment manager that already has an accredited investor which is also an Independent Third Party and the other funds managed by the Investment Manager may also co-invest with the Fund or participate in the parallel vehicle; and (iv) the Fund is not intended to be marketed widely to solicit a wide investor base.INFORMATION OF THE FUND AND THE SEGREGATED PORTFOLIO As set out in the First Announcement the Fund targets to raise US$100 million of capital by issuing approximately 40% of Class A Shares and 60% of Class B Shares to its subscribers. In the event the Fund is unable to meeting the subscription target the Investment Manager will complement the Fund’s subscription amount with the capital raised at the Fund’s parallel vehicle and other funds managed by the Investment Manager a process that is already ongoing in order to meet the investment objectives of the Fund’s strategy and the investment needs of its investees. Having made all reasonable enquiries and considered the extensive experience of the investment principals of the Fund and the investment strategy and portfolio of the Investment Manager as set out below the Directors are of the view that the expected fund raising amount of the Fund is a fair and reasonable target achievable by the Investment Manager.The Investment Manager specialises in founder-partnering buyout corporate carve-outs and high-conviction greenfield projects in partnership with industry-leading strategics. Since 2015 the Investment Manager has made 10 private equity investments including the founder- partnering buyout of Woojin M&E South Korea’s largest industrial power-focused engineering service company; secondary buyout of Source Photonics a leading US vertically integrated ? 3 ?optical transceiver business; corporate carve out of Cloud Light optical transceiver business previously owned by Japan’s TDK Corporation and sold to Lumentum Holdings Inc in the US in 2023; and the investment in the greenfield start-up of Jaguar Microsystems seeding the formation of China’s leading designer of data processing chips used in hyperscale datacenters now a unicorn.The portfolio of the Investment Manager is also diversified through investment in different geographic locations across the globe including North America Europe Greater China and Korea.The investment strategy of the Investment Manager is in line with the Group’s investment strategy which intends to balance and diversify the Group’s investment portfolio in pioneer industries in order to achieve potential capital appreciation. The Directors believe that by subscribing to the Segregated Portfolio the Group can leverage the experience and professionalism of the management of the Fund to achieve its investment goals. In light of the investment strategy extensive experience diversified portfolio and track-record success of the Investment Manager the Directors are of the view that the Investment Manager is able to meet the subscription target.Saved as disclosed above all other information as set out in the First Announcement remains unchanged and shall continue to be valid for all purposes. This announcement is supplemental to and should be read in conjunction with the First Announcement.By order of the Board GCL New Energy Holdings Limited协鑫新能源控股有限公司 Zhu Gongshan Chairman Hong Kong 3 July 2024 As at the date of this announcement the Board comprises Mr. Zhu Gongshan (Chairman) Mr. Zhu Yufeng Mr.Wang Dong and Mr. Gu Zengcai as executive Directors of the Company; Ms. Sun Wei Mr. Yeung Man Chung Charles and Mr. Fang Jiancai as non-executive Directors of the Company; and Mr. Lee Conway Kong Wai Mr.Wang Yanguo Dr. Chen Ying and Mr. Cai Xianhe as independent non-executive Directors of the Company.?4?