Securities code: 002782 securities abbreviation: Shenzhen Click Technology Co.Ltd(002782) Announcement No.: 2022-010 Shenzhen Click Technology Co.Ltd(002782)
Announcement on diluted immediate return of non-public offering of a shares, filling measures taken by the company and commitments of relevant subjects
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
At the 11th meeting of the 4th board of directors held on February 22, 2022, the company deliberated and approved relevant proposals on the non-public offering of A-Shares in 2022 (hereinafter referred to as "this non-public offering", "this non-public offering" or "this offering"). According to the opinions of the State Council on further promoting the healthy development of the capital market (GF [2014] No. 17), the opinions of the general office of the State Council 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) and the guiding opinions on matters related to initial public offering, refinancing and dilution of immediate return in major asset restructuring (CSRC announcement [2015] No. 31) and other relevant requirements of laws, regulations and normative documents, the company has made a serious, prudent and objective analysis on the impact of this non-public offering on the dilution of immediate return, and put forward specific measures to fill the return. The relevant subjects have made commitments to the practical implementation of the company's measures to fill the return. The specific contents are as follows: 1 Risk tips for diluted immediate return of this offering
After the funds raised in this offering are in place, the total share capital and net assets of the company will be increased. As it takes a certain time to release the profits of raised investment projects, there is a risk that the company's earnings per share and return on net assets will be diluted in the short term. In addition, if the funds raised in this offering cannot achieve the expected benefits, it may also lead to the dilution of the company's earnings per share and return on net assets, thus reducing the company's shareholder return. 2、 Impact of diluted immediate return of this non-public offering on the company's main financial indicators
(I) assumptions of diluted immediate return analysis of this offering
The following assumptions are only the prediction of the impact of the diluted immediate return of this non-public offering on the company's main financial indicators. The company shall not be liable for any loss caused by the investor's investment decision.
1. Assuming that the company completes the non-public offering in August 2022, the completion time is only the company's estimate, and the final time shall be subject to the actual completion time after being approved by the CSRC;
2. It is assumed that there are no major changes in the macroeconomic environment, industrial policies, product market conditions and the company's business environment;
3. Assuming that the number of shares in this non-public offering is 10% of the total share capital of the company as of December 31, 2021, i.e. 47683122 shares, the total amount of funds raised is the upper limit of 368687200 yuan, without considering the impact of issuance expenses. Before the issuance, the total share capital of the company was 476831227 shares, and after the issuance, the total share capital of the company was 524514349 shares;
The above assumptions do not represent the judgment on the number of shares issued and the amount raised in this non-public offering. The number of shares issued and the completion time of the amount raised approved by the CSRC shall prevail.
4. The company's net profit attributable to the owner of the parent company from January to September 2021 was 68.441 million yuan, and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses was 49.6762 million yuan. According to the actual situation of the company's operation and the principle of prudence, 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 four-thirds of that from January to September 2021, with the amount of 91.2547 million yuan and 66.2349 million yuan respectively. In 2022, the corresponding annual growth rate of the net profit attributable to the owner of the parent company and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses is - 10%, 0% 10% (this assumption is only used to calculate the impact of the diluted spot return of the non-public offering of A-Shares on the main financial indicators, does not represent the company's judgment on the business situation and trend in 2021 and 2022, and does not constitute the company's profit forecast);
5. When predicting the total share capital after issuance and calculating the earnings per share, only the impact of this non-public offering of shares and the repurchase that has occurred as of the announcement date of this plan on the total share capital is considered, and other possible share changes that may occur during the period are not considered;
6. The impact on the company's operation and financial status (such as financial expenses and investment income) after the funds raised by this issuance are received is not considered;
7. When calculating the weighted average return on net assets of the company, it is assumed that the amount of cash dividend per share in 2021 is the same as that in 2020, and the cash dividend in 2021 is the same as that in 2020, that is, the dividend resolution is made at the end of April 2022; The impact of other factors on net assets other than the raised funds, net profits, dividends and repurchases that have occurred as of the announcement date of this plan is not considered;
8. The impact of other non recurring profits and losses and force majeure factors on the company's financial situation is not considered.
(II) impact on the company's main financial indicators
Based on the above assumptions, the comparison of the impact of this non-public offering on the company's main financial indicators is as follows:
Project year 2021 / end year 2022 / end
Before and after this offering
Total share capital (10000 shares) 47683.12 52451.43
Scenario 1: the net profit attributable to the owners of the parent company in 2022 and the net profit attributable to the owners of the parent company after deducting non recurring profits and losses decreased by 10% compared with the data in 2021
Net profit attributable to the owner of the parent company (10000 yuan) 9125.47 8212.92 8212.92
6623.49 5961.14 5961.14 net profit attributable to the owner of the parent company after deducting non recurring profits and losses (10000 yuan)
Basic earnings per share (yuan) 0.19 0.17 0.17
Basic earnings per share after deducting non recurring profits and losses (yuan) 0.14 0.13 0.12
Diluted earnings per share (yuan) 0.19 0.17 0.17
Diluted earnings per share after deducting non recurring profits and losses (yuan) 0.14 0.13 0.12
Weighted average return on net assets (%) 6.26 5.58 5.15
The weighted average return on net assets after deducting non recurring profits and losses is 4.54 4.05 3.74 (%). Case 2: 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 the same as the data in 2021
Net profit attributable to the owner of the parent company (10000 yuan) 9125.47 9125.47 9125.47
6623.49 6623.49 6623.49 net profit attributable to the owner of the parent company after deducting non recurring profits and losses (10000 yuan)
Basic earnings per share (yuan) 0.19 0.19 0.19
Basic earnings per share after deducting non recurring profits and losses (yuan) 0.14 0.14 0.13
Diluted earnings per share (yuan) 0.19 0.19 0.19
Diluted earnings per share after deducting non recurring profits and losses (yuan) 0.14 0.14 0.13
Weighted average return on net assets (%) 6.26 6.18 5.70
Weighted average return on net assets after deducting non recurring profits and losses 4.54 4.48 4.14 (%). Case III: 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 increased by 10% compared with the data in 2021
Net profit attributable to the owner of the parent company (10000 yuan) 9125.47 10038.02 10038.02
6623.49 7285.84 net profit attributable to the owner of the parent company after deducting non recurring profits and losses (RMB 10000)
Basic earnings per share (yuan) 0.19 0.21 0.20
Basic earnings per share after deducting non recurring profits and losses (yuan) 0.14 0.15 0.15
Diluted earnings per share (yuan) 0.19 0.21 0.20
Diluted earnings per share after deducting non recurring profits and losses (yuan) 0.14 0.15 0.15
Weighted average return on net assets (%) 6.26 6.77 6.25
Weighted average return on net assets after deducting non recurring profits and losses 4.54 4.92 4.54
(%) Note: the above indicators are calculated in accordance with the relevant 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 (revised in 2010).
3、 Relationship between the raised investment project and the company's existing business
The total amount of funds raised in this non-public offering does not exceed 368687200 yuan, which will be used for Anhui photovoltaic energy storage magnetic element intelligent manufacturing project and Huizhou charging pile magnetic element intelligent manufacturing project after deducting relevant issuance expenses. Focusing on the main business, this raised investment project further meets the growing market demand, expands the company's production capacity and market share in the field of photovoltaic energy storage and charging pile, and further improves the company's strategic layout in the field of new energy.
The company has a good foundation and sufficient preparation in terms of personnel, technology and market of raised investment projects. The company will rely on years of industry operation experience to ensure the smooth implementation of raised investment projects. The implementation of this raised investment project can further enhance the company's core competitiveness and sustainable development ability, and better create value for shareholders. 4、 Necessity and rationality of this non-public offering
The total amount of funds raised in this non-public offering does not exceed 368687200 yuan (including this amount). After deducting the issuance expenses, it is proposed to use all of them for the following projects:
Unit: 10000 yuan
No. project name total project investment proposed to use raised funds
1 Anhui photovoltaic energy storage magnetic element intelligent manufacturing project 24137.05 22098.67
2 Huizhou charging pile magnetic component intelligent manufacturing project 15306.04 14770.04
Total 39443.10 36868.72
Note: there is a tail difference between the data in the above table and the total, which is caused by rounding during data calculation.
See the feasibility analysis report on the use of Shenzhen Click Technology Co.Ltd(002782) non-public development bank stock raised funds issued by the company on the same day for the necessity and feasibility of this non-public offering. 5、 Reserves of the company in terms of personnel, technology, market, etc
(I) personnel reserve
The company attaches importance to the construction of human resources, establishes a relatively perfect personnel management system, and formulates personnel systems such as employee manual, attendance management measures, performance management and performance appraisal management rules, promotion and deployment management measures, reward and punishment management measures, recruitment management measures and resignation management measures, from employee employment, training, salary assessment Promotion, reward and punishment, employee exit mechanism and other aspects are discussed in detail
