Securities code: 688567 securities abbreviation: Farasis Energy (Gan Zhou) Co.Ltd(688567) Announcement No.: 2022-013 Farasis Energy (Gan Zhou) Co.Ltd(688567) (Ganzhou) Co., Ltd
Announcement on diluting immediate return and filling measures for issuing A-Shares to specific objects and commitments of relevant subjects
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.
Special tips:
The calculation and prediction of the company’s financial indicators in this announcement do not represent the company’s judgment on the future operation and trend, and do not constitute the company’s profit forecast. The specific measures to fill the return formulated to deal with the risk of dilution of the immediate return do not guarantee the company’s future profits. Investors should not make investment decisions based on this. If investors make investment decisions based on this, resulting in losses, The company is not liable for compensation. Please pay attention to it. According to the opinions on Further Strengthening the protection of the legitimate rights and interests of small and medium-sized investors in the capital market (GBF [2013] No. 110) issued by the general office of the State Council and the guidance on matters related to initial public offering and refinancing, major asset restructuring and dilution of immediate return issued by China Securities Regulatory Commission (CSRC [2015] No. 31), in order to protect the interests of small and medium-sized investors, Farasis Energy (Gan Zhou) Co.Ltd(688567) (Ganzhou) Co., Ltd. (hereinafter referred to as “the company” or “the company”) has analyzed the impact of diluting the immediate return of A-Shares issued to specific objects on the main financial indicators and put forward specific measures to fill in the return. The relevant subjects have made a commitment to the practical implementation of the company’s measures to fill in the return. The details are as follows:
1、 Impact of this issuance on main financial indicators
(I) main assumptions and explanations of financial index calculation
1. It is assumed that the issuance of shares will be completed in June 2022;
2. It is assumed that the number of shares to be issued this time is 140 million (inclusive), and the total amount of funds raised is 4520 million yuan (inclusive). At the same time, the issuance cost is not considered in this calculation; When predicting the total share capital of the company, changes in share capital caused by capital and other factors;
3. No major changes have taken place in the macroeconomic environment, industrial policies, industrial development and product market;
4. When predicting the net assets of the company after the issuance, the impact of other factors other than the raised funds and net profits on the net assets was not considered;
5. When predicting the total share capital of the company, based on the total share capital of 107066968500 shares before the issuance, only the impact of the issuance of shares is considered, and the changes in share capital caused by other factors are not considered;
6. According to the preliminary calculation of the company’s financial department, the net profit attributable to the owner of the parent company is expected to be – 80 million yuan to – 110 million yuan in 2021, and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses is – 110 million yuan to – 140 million yuan.
Assuming that the net profit attributable to the owner of the parent company in 2021 and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses are – 950 million yuan and – 1250 million yuan respectively, the net profit attributable to the owner of the parent company in 2022 and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses are three situations compared with 2021: (1) flat; (2) Reduce losses by 50%; (3) Break even. (the above comparison does not represent the company’s profit forecast for future profits, but is only used to calculate the impact of the diluted immediate return of this issuance on the main indicators. Investors should not make investment decisions based on this. If investors make investment decisions based on this, the company will not be liable for compensation for losses incurred);
7. The impact on the company’s production and operation, financial status, etc. after the funds raised by this issuance are received is not considered; 8. The number of shares issued, the amount of funds raised and the issuance time are only assumptions based on the calculation purpose, and the final number of shares registered by the CSRC, the issuance results and the actual date shall prevail.
(II) impact on the company’s main financial indicators
Based on the above assumptions, the company calculated the impact of the diluted immediate return on the company’s main financial indicators, as shown in the following table:
Project 2021 / 2021 / 2022 / December 31, 2022 before and after the issuance
Total share capital (10000 shares) 107066.97 107066.97 121066.97
The total amount of funds raised in this offering (10000 yuan) is 452000 yuan
It is estimated that the issuance will be completed in June 2022
Scenario 1: it is assumed that the net profit attributable to the owner of the parent company in 2021 and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses are – 950 million yuan and – 1250 million yuan respectively. The net profit attributable to the owner of the parent company before and after deducting non recurring profits and losses in 2022 is the same as that in 2021
Net profit attributable to shareholders of the parent company (10000 yuan) -95000.00 -95000.00 -95000.00
Net profit attributable to shareholders of listed company after deducting non recurring profit and loss (RMB 10000)
Basic earnings per share (yuan / share) -0.89 -0.89 -0.83
Diluted earnings per share (yuan / share) -0.89 -0.89 -0.83
Basic earnings per share after deduction (yuan / share) -1.17 -1.17 -1.10
Diluted earnings per share after deduction (yuan / share) -1.17 -1.17 -1.10
Scenario 2: it is assumed that the net profit attributable to the owner of the parent company in 2021 and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses are – 950 million yuan and – 1250 million yuan respectively. The net profit attributable to the owner of the parent company before and after deducting non recurring profits and losses in 2022 is reduced by 50% compared with that in 2021
Net profit attributable to shareholders of the parent company (10000 yuan) -95000.00 -47500.00 -47500.00
Net profit attributable to shareholders of listed companies after deducting non recurring profits and losses of -125000.00 -62500.00 -62500.00 (10000 yuan)
Basic earnings per share (yuan / share) -0.89 -0.44 -0.42
Diluted earnings per share (yuan / share) -0.89 -0.44 -0.42
Basic earnings per share after non deduction (yuan / share) -1.17 -0.58 -0.55
Diluted earnings per share after deduction (yuan / share) -1.17 -0.58 -0.55
Scenario 3: it is assumed that the net profit attributable to the owner of the parent company in 2021 and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses are – 950 million yuan and – 1250 million yuan respectively, and the net profit attributable to the owner of the parent company before and after deducting non recurring profits and losses is balanced in 2022
Net profit attributable to shareholders of the parent company (10000 yuan) -95000.00 0.00 0.00
Net profit attributable to shareholders of listed company after deducting non recurring -125000.00 0.00 profit and loss (10000 yuan)
Basic earnings per share (yuan / share) -0.89 0.00 0.00
Diluted earnings per share (yuan / share) -0.89 0.00 0.00
Basic earnings per share after non deduction (yuan / share) -1.17 0.00 0.00
Diluted earnings per share after deduction (yuan / share) -1.17 0.00 0.00
Note: basic earnings per share and diluted earnings per share are calculated in accordance with the provisions of the rules for the preparation of information disclosure of companies offering securities to the public No. 9 – Calculation and disclosure of return on net assets and earnings per share.
2、 Tips on the risk of diluting the shares to the specific object
After the funds raised from this offering are in place, the total share capital and net assets of the company will increase accordingly. Due to the certain construction period of the investment project with raised funds, the expected benefits cannot be realized in the short term, so the growth rate of the company’s net profit may be lower than that of net assets and total share capital in the short term, It is expected that after this issuance, the company’s financial indicators such as earnings per share and weighted average return on net assets will decline to a certain extent, and there is a risk that the shareholders’ immediate return will be diluted.
Investors are hereby reminded to pay attention to the risk that this offering may dilute the immediate shareholder return.
3、 Necessity and rationality of this financing
The investment project of the raised funds will help the company expand its business scale, improve its industry status, and enhance its core competitiveness and profitability. The investment project of the raised funds complies with the relevant national industrial policies, the development trend and future development strategy of the company’s industry, has good market prospects and economic benefits, and is in line with the interests of the company and all shareholders of the company.
4、 The relationship between the investment project of the raised funds and the existing business of the company, and the reserves of the company in terms of personnel, technology, market, etc
(I) the relationship between the investment project of the raised funds and the existing business of the company
Farasis Energy (Gan Zhou) Co.Ltd(688567) since its establishment, it has been focusing on the R & D, production and sales of lithium-ion power batteries and vehicle battery systems for new energy vehicles, and providing overall solutions for power batteries for new energy vehicle enterprises. At present, it has become one of the leading enterprises of ternary soft pack power batteries in the world.
With the continuous improvement of power battery performance requirements of vehicle enterprises at home and abroad, ternary soft pack power battery will become one of the mainstream trends in the field of new energy vehicles with its important advantages such as high energy density, high safety performance and long life. The investment and construction of the raised investment projects involved in the issuance to specific objects will help the company industrialize the core technology, improve the supply capacity of the company’s products, strengthen the cooperative relationship with vehicle enterprises outside China, enhance the company’s ability to serve downstream customers, and improve the current situation of insufficient capacity of high-end ternary soft pack power batteries in China.
(II) reserves of personnel, technology, market and other aspects of the company’s investment projects with raised funds
1. Personnel
As of September 30, 2021, the company has 1039 R & D personnel, accounting for 15.35% of the total number of employees. The company has set up R & D teams in Ganzhou City, Jiangxi Province, Silicon Valley and Stuttgart, Germany, with outstanding R & D strength. The company has established a perfect incentive mechanism to reward the innovative achievements of R & D personnel through patent reward and performance reward; The company has established a hierarchical talent training system to ensure the construction of the company’s talent echelon through internal training and external communication, so as to cultivate talent reserve for the company’s technological innovation.
2. Technical aspects
Since its establishment, relying on the international R & D team, the global R & D mechanism, the accumulation of a number of cutting-edge scientific research projects and the in-depth cooperation with internationally renowned power battery institutions, the company has mastered the core technology of the whole industry chain from raw materials, cells, battery modules, battery management system, battery pack system, production technology and automatic production equipment.
The company has a number of self-developed core technologies and core technology reserves. The company’s R & D team has developed and verified the next generation of new energy vehicle batteries with an energy density of 330wh / kg. The technology can still provide 90% capacity at minus 20 ° C and can be applied all over the world. In addition, the company won the “American uscar 2020 Team Achievement Award”, and the technology has passed the relevant third-party certification in the United States.
Other advanced technologies of the company, such as “high specific capacity cathode material technology”, “power lithium-ion battery diaphragm and its preparation technology” and “advanced binder preparation and application technology”, have entered the industrialization stage in combination with the company’s lithium-ion power battery products. The company has strong core technology reserves, which helps the company’s products meet the needs of vehicle enterprises and end consumers for a variety of functions such as long-range mileage, safety, long-life and fast charging of new energy vehicles. At the same time, it helps the company improve the performance of power battery system of new energy vehicles in an all-round way.
3. Market aspect
The company relies on the deep technical accumulation and products in the field of ternary soft bags
