CN Energy Group Inc. Announces Entry into Framework Agreement for Proposed Acquisition of Blessing Logistics Ltd.

Rhea-AI Summary

CN Energy Group (NASDAQ: CNEY) announced on January 25, 2026 that it entered a Framework Agreement to potentially acquire approximately 82% of Blessing Logistics, an Alberta oil trading company, in exchange for the issuance of the company's Class A ordinary shares.

The aggregate consideration is currently expected to be about US$2.0 million, subject to due diligence, final valuation, market conditions and regulatory approvals. Either party may terminate the Framework Agreement if no definitive share purchase agreement is executed within 60 days. Completion is not assured.

Positive

• Proposed acquisition of ~82% stake in Blessing Logistics
• Access to Canadian crude export license and CNPC trading qualification
• Platform to enter North American energy trading and upstream opportunities

Negative

• Consideration of US$2.0M is preliminary and subject to change
• Transaction requires customary regulatory and corporate approvals
• Consideration via issuance of Class A shares could dilute existing shareholders

Argus Jan 29 session

+13.28% close to close Open Argus

Details

News Market Reaction – CNEY

On Jan 29, the day this news came out, CNEY closed 13.28% above the previous close.

Data tracked by StockTitan Argus for the Jan 29 session.

Key Figures

Proposed stake: 82% equity interests Deal value: US$2.0 million Agreement window: 60 days +1 more

Proposed stake

82% equity interests

Planned acquisition of Blessing Logistics

Deal value

US$2.0 million

Expected aggregate value of share consideration

Agreement window

60 days

Period to sign definitive share purchase agreement

Founding year

2015

Blessing Logistics establishment year

Historical Context

3 past events · Latest: Jan 23

3 events

1. Jan 23

   Nasdaq delisting notice

   24h Move

   +64.3%

   Nasdaq staff moved to delist shares for minimum bid price deficiency.

2. Jan 08

   Innovation award

   24h Move

   -5.5%

   Subsidiary Pathenbot received a Best Investment-Ready Innovation Award at CES.

3. Dec 01

   Robotics launch

   24h Move

   -10.0%

   Launch of PATHENBOT robotics solutions platform targeting North American SMEs.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

class a ordinary shares, crude oil export license

2 terms

class a ordinary shares financial

"in consideration for the issuance of the Company's Class A ordinary shares."

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

crude oil export license regulatory

"it holds a Canadian crude oil export license and is a qualified trader"

A crude oil export license is a government permission that allows a company or entity to ship unrefined oil out of a country for sale abroad. It matters to investors because gaining or losing such a permit can directly affect an oil producer’s revenue, cash flow and access to global markets, much like a passport enabling a business to sell its product overseas; changes in export permissions can also influence global supply and oil prices.

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LISHUI, China, Jan. 29, 2026 /PRNewswire/ -- CN Energy Group Inc. (NASDAQ: CNEY) ("CNEY" or the "Company") today announced that, on January 25, 2026, it entered into a framework agreement (the "Framework Agreement") with the shareholders of Blessing Logistics Ltd. ("Blessing Logistics"), an oil trading company incorporated in Alberta, Canada, regarding a potential acquisition transaction.

Pursuant to the Framework Agreement, the parties have agreed to negotiate in good faith toward a definitive share purchase agreement to which CNEY would acquire approximately 82% of the equity interests in Blessing Logistics, representing equity with voting rights, in consideration for the issuance of the Company's Class A ordinary shares. The aggregate value of consideration is currently expected to be approximately US$2.0 million, based on assumptions to be agreed by the parties, and is subject to change based on, among other things, due diligence results, final valuation, market conditions, and the terms of the definitive agreement. If the parties do not enter into a definitive share purchase agreement within 60 days following the execution date of the Framework Agreement, either party may terminate the Framework Agreement upon written notice.

Founded in 2015, Blessing Logistics is an oil trading company registered with the Alberta Energy Regulator (AER). According to information provided by Blessing Logistics, it holds a Canadian crude oil export license and is a qualified trader within the China National Petroleum Corporation (CNPC) system. Blessing Logistics is primarily engaged in oil trading and the export of crude oil and bitumen in Canada.

The Company believes that if completed, this proposed transaction could represent an important step in CNEY's expansion into the energy sector, and its business development in the North American market. In recent years, the Company has promoted its activated carbon products for use in oilfield-related applications, and through these commercial activities, the Company identified the value and potential underlying oilfield and related energy trading opportunities. If the proposed transaction is consummated, CNEY currently plans to use Blessing Logistics as a platform to pursue oil trading and related upstream investment opportunities. The completion of the proposed transaction is subject to, among other things, the negotiation and execution of a definitive acquisition agreement, the satisfactions of customary closing conditions, and applicable regulatory and corporate approvals. There can be no assurance that these conditions will be satisfied or that the proposed transaction will be completed.

Wenhua Liu, the interim CEO of CNEY, commented: "If the proposed transaction is completed, we believe it could represent an important step in CNEY's global strategic expansion. Blessing Logistics' comprehensive compliance structure, export licenses, and trading qualifications could provide a foundation for our entry into the energy market. If the transaction closes, we plan to leverage this platform to pursue opportunities in energy trading and upstream investment, with the objective of building long-term value for our shareholders."

About CN Energy Group. Inc.

CN Energy Group. Inc. is currently listed on NASDAQ under the symbol "CNEY." CNEY has pioneered and specialized in producing high-quality recyclable activated carbon from raw carbon materials, converting harmful wastes into invaluable wealth and delivering significant financial, economic, environmental and ecologic benefits. CNEY's products and services have been widely used by food and beverage producers, industrial and pharmaceutical manufacturers, as well as environmental protection enterprises. CNEY also develops and provides customizable robotics products, automation tools, and related software solutions for small and medium-sized industrial, logistics, and service businesses in North America. For more information, please visit the Company's website at www.cneny.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements can generally be identified by words such as "anticipate," "believe," "expect," "intend," "may," "plan," "will," "would," and similar expressions. Forward-looking statements are based on current beliefs, expectations, and assumptions and are not guarantees of future performance.

Forward-looking statements in this press release include, among other things, statements regarding the proposed acquisition of Blessing Logistics Ltd., the ability of the parties to enter into a definitive agreement, the timing and likelihood of completing the proposed transaction, the issuance and value of any shares to be issued as consideration, and the Company's expectations regarding its future business development. These statements are subject to risks and uncertainties, including those described under "Risk Factors" in the Company's filings with the Securities and Exchange Commission, and actual results may differ materially, including if the parties do not enter into definitive agreements, required approvals are not obtained, or the Company is unable to integrate the business or realize the anticipated benefits of the transaction.

Forward-looking statements speak only as of the date hereof, and the Company undertakes no obligation to update them, except as required by law. Information on the Company's website or social media is not incorporated by reference into this press release.

View original content:https://www.prnewswire.com/news-releases/cn-energy-group-inc-announces-entry-into-framework-agreement-for-proposed-acquisition-of-blessing-logistics-ltd-302673781.html

SOURCE CN Energy Group. Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CN Energy (CNEY) agree to on January 25, 2026 regarding Blessing Logistics?

CNEY entered a Framework Agreement to potentially acquire about 82% of Blessing Logistics. According to the company, the agreement contemplates issuance of Class A ordinary shares for an aggregate consideration currently expected to be approximately US$2.0 million.

How long do parties have to finalize the definitive share purchase agreement for CNEY's proposed Blessing Logistics deal?

The parties have 60 days to negotiate a definitive share purchase agreement before either may terminate. According to the company, termination may occur upon written notice if no definitive agreement is executed within that period.

What regulatory qualifications does Blessing Logistics hold that matter to CNEY shareholders?

Blessing Logistics holds a Canadian crude export license and is a qualified trader within the CNPC system. According to the company, those credentials could provide a foundation for CNEY's entry into energy trading and related activities.

Will the proposed acquisition of Blessing Logistics by CNEY definitely close?

No—completion is not assured and is subject to due diligence, final valuation, customary closing conditions and regulatory approvals. According to the company, the aggregate consideration and terms remain subject to change.

How will CNEY pay for the proposed Blessing Logistics acquisition and what is the shareholder impact?

CNEY plans to issue its Class A ordinary shares as consideration, currently estimated at US$2.0 million. According to the company, share issuance could dilute existing holders depending on final transaction terms and share issuance size.