Securities code: 688022 securities abbreviation: Suzhou Harmontronics Automation Technology Co.Ltd(688022) Announcement No.: 2022-005 Suzhou Harmontronics Automation Technology Co.Ltd(688022)
Announcement on voluntary disclosure and signing of strategic cooperation framework agreement
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Major risks and uncertainties of performance: the agreement signed this time is a strategic framework agreement reached by both parties based on cooperation intention, establishes the strategic partnership between both parties, and lays a foundation for both parties to promote specific project cooperation. For specific cooperation projects, the two parties or their designated affiliates shall sign a cooperation agreement separately. The specific implementation content and progress are still uncertain. The specific cooperation projects shall be subject to the formal agreement. The company will timely perform the review procedures and information disclosure obligations in accordance with the Listing Rules of Shanghai Stock Exchange and other relevant laws and regulations, normative documents and the articles of association. Please pay attention to investment risks.
Impact on the company's performance in the current year: the agreement signed this time is a strategic framework agreement, which does not involve specific content and amount, and is not expected to have a significant impact on the company's financial status and operating performance in the current year.
1、 Basic information of framework agreement signing
Suzhou Harmontronics Automation Technology Co.Ltd(688022) (hereinafter referred to as "the company") and Gcl Energy Technology Co.Ltd(002015) (hereinafter referred to as " Gcl Energy Technology Co.Ltd(002015) ") reached a strategic cooperation intention and signed the strategic cooperation framework agreement (hereinafter referred to as "the agreement") on January 28, 2022 through friendly negotiation. The details are as follows:
(I) basic information of the other party
Enterprise name: Gcl Energy Technology Co.Ltd(002015)
Nature of enterprise: joint stock limited company (listed)
Legal representative: Zhu Yufeng
Registered capital: 1352461312 yuan
Date of establishment: May 5, 1992
Registered address: second floor, No. 96, Mazhen West Street, XuXiake Town, Jiangyin City, Jiangsu Province
Main business: Gcl Energy Technology Co.Ltd(002015) is a leading mobile energy service provider in China, focusing on three major businesses: integrated solution of power exchange station, operation and energy service of power exchange station, and battery echelon utilization, so as to create an efficient, economical and green travel ecology.
Major shareholders: Shanghai Qichen Investment Management Co., Ltd. and GCL Chuangzhan Holding Co., Ltd.
Main financial data of the latest fiscal year: as of September 30, 2021, the total assets were 27.58 billion yuan and the net assets were 6 billion yuan. From January to September 2021, the operating revenue was 8.541 billion yuan and the net profit was 805 million yuan.
Relationship with listed companies: there is no relationship between the company and Gcl Energy Technology Co.Ltd(002015) .
(II) time, place and method of signing the agreement.
This agreement is signed between the company and Gcl Energy Technology Co.Ltd(002015) in Suzhou Industrial Park on January 28, 2022.
(III) review and decision-making procedures and review conditions that have been fulfilled in signing the agreement.
This agreement is a strategic framework agreement reached by both parties through friendly negotiation and does not need to be submitted to the board of directors or the general meeting of shareholders for deliberation. The company will perform corresponding decision-making procedures and information disclosure obligations as required according to the follow-up cooperation progress.
(IV) approval or filing procedures that have been performed in signing the agreement.
This Agreement does not need to be approved or filed with relevant departments.
2、 Main contents of the framework agreement
(I) both parties
Party A: Gcl Energy Technology Co.Ltd(002015)
Party B: Suzhou Harmontronics Automation Technology Co.Ltd(688022)
(II) background of cooperation
Party a mainly provides clean energy, smart energy and mobile energy services, and provides charging and replacement services for passenger cars and commercial vehicles. Party A's main business scope includes the matching development of battery replacement system, the R & D, production, sales and operation of power replacement station, mobile energy vehicle, charging port and other products.
Party B mainly provides intelligent equipment solution services, power station replacement and supporting equipment, product manufacturing and after-sales services. Party B's main business scope includes the design, R & D, assembly and production of intelligent automation equipment, automation equipment components, components, modules, instruments, software, hardware and other businesses.
(III) cooperation objectives
During the cooperation period, the two sides will give full play to their respective advantages and resources, adhere to the principles of mutual benefit and win-win and resource sharing, constantly expand cooperation fields, improve cooperation level, and build a new pattern of benign interaction and common development. The two sides build a strategic cooperative relationship, aiming to give full play to their respective advantages in the business of power station replacement and supporting equipment, products and other fields through close cooperation, so as to create better economic and social benefits for both sides.
(IV) cooperation content
In order to achieve the above cooperation objectives, Party A and Party B intend to cooperate in the following fields, including but not limited to: 1. According to the development trend and market demand of the power exchange station industry, Party A and Party B use their respective advantages to jointly cooperate on technical R & D cooperation such as technical development, upgrading and innovation of the power exchange station and its surrounding supporting equipment and products, as well as the application of Party B's production equipment independently developed by Party A Design patent technology and other intellectual property rights and sell them.
2. Cooperation of whole station of replacement power station: Party B shall provide Party A with production, manufacturing and other services of the whole station of replacement power station according to the needs of Party A, and Party A shall purchase from Party B according to the needs.
3. Production cooperation: on the basis of complying with the relevant provisions of laws and regulations and Party A's bidding system, under the same conditions, Party A will give priority to entrusting party B to produce and process the modularization of passenger car power station, the parts level of passenger car power station, the modularization of commercial vehicle power station and the parts level of commercial vehicle power station.
(V) term of cooperation
The term of validity is five years from the effective date of this agreement. After the expiration of the validity period, if both parties have no objection, the validity period of this agreement will be automatically extended by one year after written notice.
(VI) cooperation landing
This agreement is the general framework agreement for both parties to carry out various business cooperation. Both parties shall actively implement various contents of this agreement in accordance with the guiding spirit of this Agreement and in accordance with laws, regulations and relevant provisions of this agreement, and sign various specific business agreements or contracts according to the development of specific cooperation business. 3、 Impact on the company
(I) impact on the company's performance.
This agreement is a strategic cooperation framework agreement, which does not involve specific amount and content, and does not have a significant impact on the company's performance in this year. The impact on the operating performance in future years shall be determined according to the promotion and implementation of specific projects.
(II) impact on the company's operation.
The signing of this strategic framework agreement aims to realize the complementary advantages and resource sharing between the two sides. By giving full play to their respective resources and advantages, they carry out close cooperation in the charging and replacement industry, realize industrial interaction and mutual benefit and win-win, which is conducive to enhancing the company's brand influence and core competitiveness, promoting the company's long-term development and in line with the company's overall development strategy. The signing of this agreement will not lead to changes in the company's main business and business scope, have no impact on the company's independence, and will not damage the interests of the company and shareholders.
4、 Major risk tips
(1) The agreement signed this time is the strategic framework agreement reached by the two sides based on the cooperation intention, establishes the strategic partnership between the two sides, and lays a foundation for the two sides to promote specific project cooperation. For specific cooperation projects, the two parties or their designated affiliates shall sign a cooperation agreement separately. The specific implementation content and progress are still uncertain. The specific cooperation projects shall be subject to the formal agreement.
(2) In the later stage of the implementation of the agreement, there may be a risk of deviation in the specific cooperation direction due to national policies, changes in the market environment and other factors, and the performance effect may not meet the expectations.
(3) At present, the company's power exchange equipment business is in the initial stage of development, and the future revenue recognition is uncertain. Please invest rationally and pay attention to investment risks.
(4) The company will timely perform the review procedures and information disclosure obligations in accordance with the Listing Rules of Shanghai Stock Exchange and other relevant laws and regulations, normative documents and the articles of association. Please pay attention to investment risks.
It is hereby announced.
Suzhou Harmontronics Automation Technology Co.Ltd(688022) board of directors February 7, 2022
