Securities code: 002221 securities abbreviation: Oriental Energy Co.Ltd(002221) Announcement No.: 2022-011 Oriental Energy Co.Ltd(002221)
Announcement on signing strategic cooperation agreement with Honeywell UOP Global Oil Co., Ltd
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. The implementation of the cooperation project agreed in this agreement will be comprehensively determined according to the resources, market, technology and other conditions at that time. There is still uncertainty whether the relevant project will be finally completed;
2. This agreement is a framework agreement. As an expression of intention for cooperation between both parties, it is not legally binding. Other matters not covered herein shall be settled by both parties through friendly negotiation. The implementation of specific projects still needs to perform the corresponding approval process according to the actual situation, relevant management regulations and information disclosure requirements.
3. All the data of the project involved in this Agreement are the current preliminary planning data, which does not represent any prediction or commitment of the company to future profits, the actual final production capacity of the project, and the final actual investment amount is uncertain.
4. It is expected that the signing of this agreement will not have a significant impact on the company's performance this year. If both parties carry out specific project cooperation within the scope agreed in this agreement, it will have a positive impact on the company's future performance.
5. There is no situation that the framework agreement disclosed by the company in the last three years has no follow-up progress or fails to meet expectations.
1、 Contract signing overview
1. Oriental Energy Co.Ltd(002221) (hereinafter referred to as " Oriental Energy Co.Ltd(002221) " or "the company") and Honeywell UOP global oil products Co., Ltd. (hereinafter referred to as "Honeywell UOP") have conducted friendly consultations based on the principles of "law and regulation, voluntary equality, mutual benefit and win-win sharing", On February 25, 2022, it was unanimously agreed to sign the strategic cooperation agreement (hereinafter referred to as the "agreement" or "this Agreement"). 2. The 35th meeting of the 5th board of directors of the company has considered and approved the proposal on signing the strategic cooperation agreement with Honeywell UOP Global Oil Co., Ltd. This agreement is a framework agreement. Other matters not covered herein shall be settled by both parties through friendly negotiation. This agreement is an expression of the intention of both parties to cooperate. The implementation of specific projects still needs to perform their corresponding approval procedures according to the actual situation.
2、 Introduction to counterparty
1. Honeywell UOP is a leading supplier in the field of oil and natural gas. Its process technology has laid the cornerstone of the development of most oil refining enterprises in the world and helped enterprises efficiently produce gasoline, diesel, aviation fuel, petrochemical products and renewable fuels. Honeywell UOP belongs to Honeywell characteristic materials and technology group, which develops process technology, automation solutions, characteristic materials and industrial software to lead the transformation and development of world industry.
2. The company has no relationship with Honeywell UOP. The company's Zhangjiagang base and Ningbo base have adopted Honeywell UOP continuous regeneration process, which has the advantages of continuous production, low energy and material consumption, less land occupation and no pollution to the environment. Up to now, the company has obtained the authorization of five UOP oleflex propane dehydrogenation process units.
3. Honeywell UOP has more than 100 years of global professional and technical experience, a strong R & D team and the most comprehensive downstream oil refining and petrochemical technology, and has strong performance ability.
3、 Main contents of the contract
(I) purpose of the agreement
The signing of this agreement is to express the willingness of both parties to cooperate on two sets of sustainable renewable green energy ecofining process technology projects, and strive to jointly commercialize Honeywell UOP's ecofining sustainable renewable green energy technology in China.
(II) cooperation projects
1. Oriental Energy Co.Ltd(002221) an industrial park for comprehensive utilization of green energy resources will be established in Maoming City, Guangdong Province, China, and two sets of ecofining process units with an annual output of 500000 tons will be built to produce green aviation coal and green naphtha with kitchen waste oil and animal fat as the main raw materials. The project is planned to be constructed in two phases, of which the first unit is planned to be put into operation in 2023.
2. Honeywell UOP will provide patent authorization, process package, training, service, catalyst, adsorbent and special equipment of ecofining process technology to support Oriental Energy Co.Ltd(002221) to build and operate the above units. Ecofining process technology is the first technology to be used for large-scale production of sustainable aviation fuel for commercial aviation. The process uses waste oil, fat and grease conversion to produce Honeywell green aviation fuel, which can be mixed with petroleum based aviation fuel in a ratio of 1:1 for commercial use without any technical changes to the aircraft, And meet all key flight specifications. At present, ecofining technology is used in most renewable diesel production units with 100% biological raw materials and all authorized renewable aviation fuel production in the world. (III) other matters
1. All expenses incurred by either party to this agreement due to its activities shall be borne by itself, and neither party shall be responsible for the expenses incurred by the other party due to this agreement. If a party carries out work or assumes obligations before the signing of a binding agreement, the party shall bear its own risk. A binding agreement shall come into force after both parties reach an agreement through consultation and signed by their authorized representatives.
2. This Agreement shall be automatically terminated under any of the following circumstances: both parties sign a binding agreement; Or 2 years from the date of signing this agreement.
3. This Agreement shall be governed by and construed in accordance with the laws of China. All disputes and claims arising from or in connection with this agreement, including the existence, validity and termination of this agreement, shall be submitted to China International Economic and Trade Arbitration Commission (hereinafter referred to as "CIETAC") for arbitration in Shanghai. The arbitration shall be conducted in accordance with CIETAC's arbitration rules in force at that time when applying for arbitration. The arbitration tribunal is composed of three arbitrators. The language of arbitration shall be Chinese.
4、 Impact on the company
1. Impact on the company's financial status and operating results: this agreement is a framework agreement, and its implementation progress is uncertain. If both parties carry out specific project cooperation within the scope agreed in this agreement, it will have a positive impact on the company's future performance.
2. The company introduces the ecofining process technology of Honeywell UOP company, uses the self-produced hydrogen energy, realizes the utilization of higher value of resources, and produces waste oil such as gutter oil into green and sustainable aviation fuel. After the completion of the two sets of projects with a total capacity of 1 million tons, it will be the world's largest sustainable aviation coal plant mainly based on kitchen waste oil and the world's largest sustainable aviation coal production base with kitchen waste oil as the main raw material. It will creatively solve the huge gap at the global sustainable aviation fuel supply end and realize the mass production of sustainable aviation fuel in China. Upon completion, the project will reduce greenhouse gas emissions by 2.4 million tons per year, contributing to the emission reduction of the aviation industry and the realization of China's "double carbon" goal.
At the same time, this project also avoids the return of gutter oil to the table, so as to ensure people's health and benefit the society.
3. Impact on the business independence of the company: the signing and performance of this Agreement does not affect the business independence of the company, and the main business of the company does not rely on the counterparty due to the performance of this agreement.
5、 Risk tips
1. This agreement stipulates that the implementation of the cooperation project between the two parties will be comprehensively determined according to the resources, market, technology and other conditions at that time. Therefore, there are still uncertain factors whether the relevant projects will be finally constructed. The signing of this agreement will not have a significant impact on the company's financial status and operating performance this year.
2. As an expression of intention for cooperation between both parties, this agreement is not legally binding. The implementation of specific projects still needs to perform their corresponding approval procedures according to the actual situation.
Please pay attention to the possible uncertainties and investment risks of this matter.
6、 Other relevant instructions
1. The intentional agreements disclosed by the company in recent three years are mainly the strategic cooperation agreement and project investment agreement signed with Maoming Municipal People's government, as well as the tripartite cooperation agreement signed with Maoming Municipal People's government and youopi global oil process technology Co., Ltd. So far, the cooperation between all parties has been progressing smoothly, and there is no significant difference from the expected progress of the project.
2. Within the three months before the signing of this agreement, there is no change in the shareholding of the controlling shareholders, shareholders holding more than 5% and directors, supervisors and senior executives of the listed company, and there is no plan to lift the restrictions on the sale of restricted shares and reduce their holdings in the next three months. 3. The signatory of this agreement has no affiliated relationship with the company, the matters involved do not constitute affiliated transactions, and do not belong to the major asset reorganization specified in the administrative measures for major asset reorganization of listed companies.
4. This Agreement shall come into force after being signed and sealed by the representatives of both parties and approved by the competent authority of the company. 5. This agreement is a framework agreement. Matters not covered in this Agreement and other specific project cooperation between both parties shall be separately determined by both parties through negotiation. The company will perform the obligation of disclosure in a timely manner in accordance with the provisions for all follow-up matters of the project. 6. Documents for future reference: strategic cooperation agreement signed between the company and Honeywell UOP.
It is hereby announced.
Oriental Energy Co.Ltd(002221) board of directors
February 25, 2022
