Securities code: 688599 securities abbreviation: Trina Solar Co.Ltd(688599) Announcement No.: 2022-013
Convertible bond Code: 118002 convertible bond abbreviation: Trina Solar convertible bond
Announcement on signing major procurement contracts
The board of directors and all directors of the company guarantee that there are no false records and misleading statements in the contents of the announcement
Or major omissions, and shall bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Contract type: long order purchase contract (hereinafter referred to as “contract” or “this contract”)
Contract amount: from 2022 to 2024, the company purchased 210 size monocrystalline silicon wafers from the other party. It is estimated that the total purchase quantity from 2022 to 2024 will be 1.892 billion wafers, which is calculated according to the current market price (based on the calculation of the average price of monocrystalline silicon wafers published by PV InfoLink, the actual total contract transaction amount is subject to the final transaction amount), It is estimated that the total purchase amount from 2022 to 2024 will be 15.95 billion yuan (including tax). Both parties agree that the actual purchase price adopts the method of monthly negotiation, so the final purchase amount may fluctuate with the market price, and the actual situation shall be subject to the signed monthly supplementary agreement.
Effective conditions and performance period of the contract: the contract shall come into force after being sealed by both parties (special seal for contract / official seal). The contract shall be valid from the date of signing to December 31, 2024. If the last trade contract relationship has been started but has not been fulfilled before the expiration of the contract term, the contract term shall be extended to the end of the performance of the last order. After the expiration of the contract, if both parties need to continue cooperation, a separate procurement contract shall be signed.
Special risk tips:
1. This contract is a long order purchase contract. The specific price is negotiated monthly. The final purchase amount may fluctuate with the market price, and there is uncertainty about the impact on the current and future performance of the company.
2. During the performance of the contract, in case of unpredictable or force majeure factors such as policy, market and environment, the contract may not be performed on schedule or in full.
1、 Contract review procedures
According to the strategic development plan of Trina Solar Co.Ltd(688599) (hereinafter referred to as ” Trina Solar Co.Ltd(688599) “, “the company” or “the buyer”), based on the principle of long-term cooperation and mutual benefit, the company signed a single crystal silicon sheet long order purchase contract with Shuangliang Eco-Energy Systems Co.Ltd(600481) System Co., Ltd., Gongliang silicon material “,” the other party “or” the seller “).
According to the relevant provisions of the Listing Rules of Shanghai Stock Exchange on the science and innovation board and the articles of association, it is not necessary to submit it to the board of directors or the general meeting of shareholders for approval.
2、 The subject matter of the contract and the situation of the other party
1. Subject matter of the contract
The subject matter of the contract is 210 size monocrystalline silicon wafer. The contract stipulates that from 2022 to 2024, the company will purchase 210 size monocrystalline silicon wafers from the other party. It is estimated that the total purchase quantity from 2022 to 2024 will be 1.892 billion wafers, which is calculated according to the current market price (based on the calculation of the average price of monocrystalline silicon wafers published by PV InfoLink, the actual total contract transaction amount is subject to the final transaction amount), It is estimated that the total purchase amount from 2022 to 2024 will be 15.95 billion yuan (including tax).
2. Information of the other party
(1) Name of the other party: Shuangliang silicon material (Baotou) Co., Ltd
(2) Address: No. 35, Cuihu Road, Binhe new area, Rare Earth Development Zone, Baotou City, Inner Mongolia Autonomous Region
(3) Registered capital: 90 million yuan
(4) Legal representative: Miao Wenbin
(5) Equity structure: Shuangliang Eco-Energy Systems Co.Ltd(600481) indirectly holds 100% equity of Shuangliang silicon material.
(6) Main business: development, production, processing and sales of semiconductor materials, monocrystalline silicon rods, monocrystalline silicon chips, Cecep Solar Energy Co.Ltd(000591) batteries, semiconductor equipment, electronic components, electrical machinery, quartz crucible, carbon carbon composite materials, graphite and Cecep Solar Energy Co.Ltd(000591) equipment; Investment and operation of photovoltaic power station; Import and export of goods (excluding goods prohibited by the state or involving administrative examination and approval).
(7) Shuangliang silicon was established less than one year ago. Its holding company Shuangliang Eco-Energy Systems Co.Ltd(600481) had a total operating income of RMB 2.072 billion in 2020, a net profit of RMB 136 million attributable to the shareholders of the parent company, a total asset of RMB 4.109 billion and a net asset of RMB 2.212 billion attributable to the shareholders of the listed company.
(8) Shuangliang Eco-Energy Systems Co.Ltd(600481) is one of the important supplier partners of the company and has established a good business cooperation relationship with the company. There is no relationship between Shuangliang silicon material and the company and its subsidiaries.
3、 Main terms of the contract
(I) both parties
Buyer: Trina Solar Co.Ltd(688599)
Seller: Shuangliang silicon material (Baotou) Co., Ltd
(II) contract amount
The contract is negotiated monthly, so the total contract amount has not been determined yet. From 2022 to 2024, the company purchased 210 size monocrystalline silicon wafers from the other party. It is estimated that the total purchase quantity from 2022 to 2024 will be 1.892 billion wafers (392 million wafers, 600 million wafers and 900 million wafers in 2022, 2023 and 2024 respectively; of which, 600 million wafers and 900 million wafers expected to be purchased in 2023 and 2024 are only the intended purchase quantity, and the actual purchase will be agreed separately according to the situation at that time). Among them, Both parties shall negotiate and confirm the procurement / delivery volume of 2023 at the latest in the fourth quarter of 2022, and the procurement / delivery volume of 2024 at the latest in the fourth quarter of 2023. According to the current market price calculation (based on the average price of monocrystalline silicon released by PV InfoLink, the actual total contract transaction amount is subject to the final transaction amount), the total purchase amount from 2022 to 2024 is expected to be 15.95 billion yuan (including tax). Both parties agree that the actual purchase price adopts the method of monthly negotiation, so the final purchase amount may fluctuate with the market price, and the actual situation shall be subject to the signed monthly supplementary agreement.
(III) term of agreement
From 2022 to 2024.
(IV) pricing rules
Based on the pricing basis of 210 silicon wafers (square corners) and 182 silicon wafers (rounded corners) with the same area and the same price. The direct purchase price of grade a silicon wafer of 210 monocrystalline silicon wafer shall not be higher than the maximum price published by the first-line mainstream silicon wafer factory in the last week of last month. On the basis of the contract, a certain discount shall be given. The specific price of monthly order shall be negotiated and confirmed by the buyer and the seller.
(V) payment method
The buyer shall pay by 6-month bank acceptance bill or TT (telegraphic transfer) upon delivery of the goods. The buyer shall pay the advance payment for 2022 to the seller within 15 days from the date of signing the contract.
(VI) delivery method
The Seller shall deliver the goods to the place designated by the buyer according to the specific delivery date agreed in the order, and the delivery date shall be subject to the monthly supplementary agreement.
(VII) liability for breach of contract
1. If the buyer fails to pay the payment or advance payment in full within the latest period agreed in the contract, the buyer shall bear the corresponding liability for liquidated damages to the seller according to the contract;
2. If the seller fails to deliver the goods on time within the time limit agreed in the contract, the Seller shall bear the corresponding liability for liquidated damages to the buyer according to the contract;
3. If the quality of the goods delivered by the seller is confirmed to be inconsistent with the contract or lower than that of mainstream manufacturers, the Seller shall be responsible for replacing or returning the goods;
4. The minimum monthly purchase / delivery quantity of silicon wafers by the buyer and the seller in 2022 shall reach 80% of the corresponding purchase / delivery quantity agreed in the contract, and the annual purchase / delivery quantity of silicon wafers by both parties shall not be less than 80% of the total annual purchase / delivery quantity agreed in the contract. If the actual purchase / delivery quantity of the buyer and the seller in that month does not meet the product purchase / delivery quantity range agreed in the contract, the breaching party shall pay liquidated damages for the part that fails to meet the requirements of the product purchase / delivery quantity range to the observant party.
(VIII) dispute resolution
In case of any dispute arising from this contract, the buyer and the Seller shall settle it through negotiation in time. If the negotiation fails, you can choose to bring a lawsuit to the people’s court where the plaintiff is located according to law.
(IX) effective conditions and time of the contract
The signing of the contract shall come into force after being sealed by both parties (special seal for contract / official seal), and shall end on the date when the rights and obligations of both parties under the contract are fulfilled.
4、 The impact of contract performance on Listed Companies
This contract is a long order purchase contract, and the specific price is negotiated monthly. The final purchase amount may fluctuate with the market price, and there is uncertainty about the impact on the current and future performance of the company.
The signing of this long-term purchase contract will provide a strong guarantee for the long-term and stable supply of 210 monocrystalline silicon wafers of the company. In the future, we will continue to consolidate the capacity and scale advantages of advanced components based on large-size batteries, which is in line with the company’s future development strategic plan.
The performance of the contract will not affect the business independence of the company, and the main business of the company will not rely on the other party of the contract due to the performance of the contract. This transaction does not constitute a connected transaction and will not affect the business independence of the listed company.
5、 Risk analysis of contract performance
1. This contract is a long order purchase contract. The specific price adopts the method of monthly negotiation. The final purchase amount may fluctuate with the market price, and the specific impact on the current and future performance of the company is uncertain.
2. This contract may not be fully performed due to the influence of unpredictable factors such as industrial policy adjustment and market environment change. The company will timely follow up the progress of the contract and make subsequent information disclosure. Please pay attention to the relevant risks.
It is hereby announced.
Trina Solar Co.Ltd(688599) board of directors February 15, 2022
