Shanxi Rulin Assets Appraisal Office Co., Ltd
Verification opinions on the reply to the inquiry letter on the restructuring of Shanxi Coking Coal Energy Group Co.Ltd(000983) Energy Group Co., Ltd. issued by Shenzhen Stock Exchange
Listed company management department I of Shenzhen Stock Exchange:
On January 28, 2022, your ministry issued the inquiry letter on the restructuring of Shanxi Coking Coal Energy Group Co.Ltd(000983) (license restructuring inquiry letter [2022] No. 2, hereinafter referred to as the "inquiry letter"). Shanxi Rulin Assets Appraisal Office Co., Ltd., as the mining right appraisal institution of this reorganization, analyzed and verified the relevant issues in the inquiry letter and issued the following verification opinions:
Question 2
According to the report, the transaction involves mining rights such as Shaqu No. 1 mine, Shaqu No. 2 mine, Jining mine and Mingzhu mine.
(1) Please explain the rationality of main parameters and assumptions in combination with comparable transactions, including but not limited to recoverable reserves, product price, product sales volume, gross profit margin, working capital, capital expenditure, cash flow, growth rate, discount rate, etc., and focus on the rationality of adopting the average selling price of the target company from 2018 to 2021.
(2) Please explain the fairness of the evaluation in combination with the coal reserves of the above mining rights and the market comparable transactions. The independent financial advisor and the evaluation institution are requested to check the above matters and give clear opinions.
Please explain the reasonableness of the company's sales price and the discount rate of the main products in 2021, including the comparable price of the company's standard products in 2018, the discount rate of the company's working capital, but not limited to the reasonableness of the average sales price of the standard products in 2021. (I) recoverable reserves
Assess the amount of resources utilized= Σ (basic reserves + resources involved in the assessment (333) × Reliability coefficient) recoverable reserves = estimated utilized resources - permanent and design losses - mining losses
The reserves of retained resources involved in the assessment of the mining right are determined according to the reserve verification report filed by the Department of natural resources of Shanxi Province (formerly the Department of land and resources of Shanxi Province) and the annual reserve report reviewed by the county natural resources bureau.
Code for design of coal mines (GB 50215-2015) stipulates that the value of reliability coefficient is 0.7-0.9. The value of reliability coefficient in this mining right evaluation refers to the design documents. The reliability coefficient of Shaqu No. 1 Mine and Shaqu No. 2 mine is determined according to the three in one scheme of upper coal group reviewed by Shanxi natural resources trading and construction land affairs center and the three in one scheme of lower coal group reviewed by the Resource Geology Department of coal production division of coking coal group. Shaqu No. 2, No. 3, No. 4 The value of coal seam 5 and 10 is 0.8, the value of coal seam 6 is 0.7, and the value of coal seam 8 is 0.8
Value 0.9; The value of coal seams 2, 3, 4 and 5 in Shaqu No. 2 coal mine is 0.85, and the value of coal seams 6, 8, 9 and 10 is 0.9; The reliability coefficient of Jining mine is determined according to the proposal for mining allocation project reviewed by Shanxi Coking Coal Energy Group Co.Ltd(000983) Group Co., Ltd., with a value of 0.9; The credibility coefficient of Mingzhu mine is determined according to the mine development and management plan reviewed by Shanxi natural resources development center, with a value of 0.9.
The recoverable reserves in the mining right evaluation report in the comparable transaction of purchasing coking coal mines in recent years are as follows:
Recoverable reserves recoverable reserves sequence evaluation benchmark retained reserves
Name of listed company with daily storage capacity of 10000 tons
Proportion of tons)
Shanxi Fenxi Mining
Shanxi Coking Coal Energy Group Co.Ltd(000983) September 2020
1 group Shuiyu Coal Mine 51518.64 0.9 27827.99 54.02% (000983) 30 days
company with limited liability
Huozhou Coal Power Group
Shanxi Coking Coal Energy Group Co.Ltd(000983) September 2020
2 Hejin Tenghui coal industry 6100.98 0.9 3036.24 49.77% (000983) 30 days
company with limited liability
Jizhong Energy Resources Co.Ltd(000937) December 2019 Shanxi Jineng Qinglong
3 12175.00 0.7 3755.10 30.84% (000937) March 31 Coal Industry Co., Ltd
Shanxi Lingshi Hengyuan
*St Yinyi June 2019
4 Shun coal industry Co., Ltd. 2549.10 0.9 1728.10 67.79% (000981) 30 days
department
Elion Clean Energy Company Limited(600277) shares
Elion Clean Energy Company Limited(600277) June 2019
5 Co., Ltd. Hongbin 1233.00 0.8 854.68 69.32% (600277) 30 days
coal mine
Average value --- 54.35%
Median value --- 54.02%
2, 3, 4
Coal seams 5 and 10
July 2021
Shaqu No.1 Coal Mine 121085.85, value 0.8; No. 6 coal 44477.02 36.73% 31
Layer value: 0.7; No. 8
The value of coal seam is 0.9
2, 3, 4
Value of coal seam 5
This transaction will take place in July 2021
Shaqu No.2 Coal Mine 85353.89 0.85; 6, 8, 39134.73 45.85% 31
Coal seams 9 and 10
Value 0.9
July 2021
Jining mine 18344.21 0.9 10058.37 54.83% 31
July 2021
Mingzhu mine 4081.54 0.9 2434.13 59.64% 31
Note: the comparable transaction data comes from the publicly disclosed mining right report.
The value of the reliability coefficient used to calculate the recoverable reserves of the four coal mines in this assessment complies with the relevant provisions of the China mining rights assessment criteria and the code for design of coal mines in the coal industry. The proportion of the recoverable reserves in the retained reserves is in the comparable trading range, which is in line with the basic proportion of the coal industry. (II) product price
In the comparable transactions of purchasing coking coal mines in recent years, the sales price of mining right evaluation report products is as follows:
Convert to original
No. mine name product plan of listed company on the benchmark date sales price of coal products (yuan / ton) basis for selection of coal sales price
Grid (yuan / ton)
Shanxi Coking Coal Energy Group Co.Ltd(000983) September 2020, Shanxi Fenxi Mining Group Shuiyu Coal washing (clean coal, mixed coal, phase 1 coking coal, fat coal, clean coal: 823.41; mixed coal: 182.5 518.68)
(000983) average price of 30 days Coal Mine Co., Ltd. (coal)
Shanxi Coking Coal Energy Group Co.Ltd(000983) September 2020 Huozhou Coal Power Group Hejin Tenghui coal No. 2 coal: 667.75; Coal No. 10: raw coal, lean coal and lean coal in phase 1 and phase 2 three years before the benchmark date 667.75
(000983) average price of 318.52 of 30 day Industry Co., Ltd
Jizhong Energy Resources Co.Ltd(000937) December 2019 Shanxi Jineng Qinglong Coal Industry Co., Ltd. coal washing (clean coal washing and washing)
