Securities code: Beijing Tongtech Co.Ltd(300379) securities abbreviation: Beijing Tongtech Co.Ltd(300379) Announcement No.: 2022006 Beijing Tongtech Co.Ltd(300379)
Announcement on diluting immediate return, taking filling measures and relevant commitments by issuing shares to specific objects
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. Important:
Beijing Tongtech Co.Ltd(300379) (hereinafter referred to as "the company" or "the company") in accordance with 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 several opinions of the State Council on further promoting the healthy development of the capital market (GF [2014] No. 17), And the guiding opinions on matters related to initial public offering and refinancing, major asset restructuring and diluted immediate return (CSRC announcement [2015] No. 31). In order to protect the interests of small and medium-sized investors, the company analyzed the impact of the issuance of shares to specific objects on the diluted immediate return, and explained the measures taken to fill the return as follows:
In this paper, the impact on the company's main financial indicators after the issuance does not constitute the company's profit forecast, and investors should not make investment decisions based on it. If investors make investment decisions based on it and cause losses, the company will not be liable for compensation. The company reminds investors to formulate measures to fill returns, which does not constitute a guarantee for the company's future profits. 1、 Impact of this issuance on the company's main financial indicators
(I) main assumptions and explanations of financial index calculation
(1) It is assumed that there are no major changes in the macroeconomic environment, industrial policies, industrial development and product market;
(2) It is assumed that the issuance plan will be implemented by the end of September 2022. The completion time is only used to calculate the impact of the diluted immediate return of this issuance to specific objects on the main financial indicators, and does not constitute a judgment on the actual completion time of this issuance. Finally, the actual completion time of this issuance after registration with the CSRC shall prevail;
(3) When predicting the total share capital of the company, only the impact of this issuance of shares to specific objects is considered, and the changes in share capital caused by equity incentives and other factors are not considered. The number of shares issued to specific objects this time shall not exceed 120000000 (inclusive). According to the upper limit of the number of shares issued this time, after the completion of this issuance, the total share capital of the company will reach 578537132 shares. The number of shares issued this time is only an estimate. After the final number of shares issued is registered with the CSRC, the board of directors of the company shall negotiate with the sponsor (lead underwriter) of this issuance according to the authorization of the general meeting of shareholders, relevant regulations of the CSRC and the stock exchange and the actual situation at the time of issuance. Assuming that the total amount of the final raised funds is 220 million yuan, the impact of deducting the issuance expenses is not considered;
(4) It is assumed that the impact of unlocking restricted stocks on earnings per share, the impact of cash dividends on the calculation of earnings per share and the impact of unlocked restricted stocks on diluted earnings per share are not considered;
(5) When predicting the net assets of the company after issuance, the impact of other factors other than the raised funds and net profits on the net assets was not considered;
(6) According to the company's report for the third quarter of 2021, the company's net profit attributable to the owner of the parent company from January to September 2021 was 3820083821 yuan (Unaudited), and the net profit deducting non recurring profits and losses attributable to the owner of the parent company was 2177403353 yuan (Unaudited). Considering the actual situation of the company and the principle of prudence, it is assumed that the net profit attributable to the shareholders of the parent company and the net profit attributable to the shareholders of the parent company after deducting non recurring profits and losses in the fourth quarter of 2021 are calculated according to the average proportion of the net profit attributable to the shareholders of the parent company and the net profit attributable to the shareholders of the parent company after deducting non recurring profits and losses realized by the company in the fourth quarter of recent years, That is, in 2021, the net profit attributable to the owner of the parent company was 27286285714 yuan, and the net profit attributable to the owner of the parent company after deducting non recurring profits and losses was 23667391304 yuan;
(7) Assuming that the net profit attributable to the shareholders of the parent company in 2022 and the net profit attributable to the shareholders of the parent company after deducting non recurring profits and losses are calculated respectively according to the performance increase of 0%, 10% and 20% on the above basis, this hypothetical analysis does not constitute the profit forecast of the company, and the investor should not make investment decisions accordingly, The company shall not be liable for any loss caused by the investor's investment decision accordingly;
(8) When predicting the total share capital of the company in 2021, it is based on the total share capital of 458537132 shares before this issuance to specific objects; When predicting the total share capital of the company in 2022, consider the impact of the issue of shares to specific objects, and do not consider the changes in share capital caused by other factors;
(9) The impact on the company's production and operation and financial status (such as financial expenses and investment income) after the funds raised by this issuance are received will not be considered temporarily;
The above assumptions are only to calculate the impact of the diluted immediate return of this issuance on the company's main financial indicators, do not represent the company's judgment on the operation and financial situation in 2021 and 2022, and do not constitute a profit forecast. Investors should not make investment decisions on this basis. If investors make investment decisions on this basis and cause losses, the company will not be liable for compensation.
(II) calculation process of financial index impact
Based on the above assumptions and considering the consistency of the comparison, the impact of this issuance on the company's main financial indicators is calculated and compared as follows:
Project year 2021 / December 31, 2022
/Before and after issuance on December 31, 2021
Total share capital (shares) 458537132004585371320057853713200
The total amount of funds raised in this offering (RMB 2200000000)
The number of shares issued this time is 120000000
It is estimated that the issuance will be completed by the end of September 2022
Scenario 1: 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 in 2022 is 0%
Net profit attributable to shareholders of the parent company in the current period 2728628571427286285714 (RMB 10000)
Net profit attributable to shareholders of the parent company after deducting non recurring profits and losses (RMB 10000)
Project year 2021 / year 2022 / December 31, 2022 / before and after issuance on December 31, 2021
Basic earnings per share (yuan / share) 0.60 0.60 0.56
Diluted earnings per share (yuan / share) 0.60 0.60 0.56
Basic earnings per share after deducting non recurring profits and losses
Income (yuan / share) 0.52 0.52 0.48
Diluted per share after deducting non recurring profit and loss
Income (yuan / share) 0.52 0.52 0.48
Weighted average return on net assets (%) 12.52% 12.24% 12.08%
The weighted average return on net assets (%) after deducting non recurring profits and losses is 10.86%, 10.62%, 10.47%. Scenario 2: the annual growth rate corresponding to 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 is 10%
Net profit attributable to shareholders of the parent company in the current period is 27286285714 yuan, Chempartner Pharmatech Co.Ltd(300149) 14286 yuan and Chempartner Pharmatech Co.Ltd(300149) 14286 yuan
Net profit attributable to shareholders of the parent company after deducting non recurring profits and losses (RMB 10000)
Basic earnings per share (yuan / share) 0.60 0.65 0.61
Diluted earnings per share (yuan / share) 0.60 0.65 0.61
After deducting non recurring profit and loss, the basic earnings per share is 0.52 0.57 0.53 (yuan / share)
Diluted earnings per share of 0.52, 0.57 and 0.53 after deducting non recurring profits and losses (yuan / share)
Weighted average return on net assets (%) 12.52% 13.38% 13.20%
Weighted average after deducting non recurring profit and loss
Return on net assets (%) 10.86% 11.61% 11.45%
Scenario 3: 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 in 2022 is 20%
Net profit attributable to shareholders of the parent company in the current period: 272862857143274354285732743542857 yuan
Net profit attributable to shareholders of the parent company after deducting non recurring profits and losses (RMB 10000)
Basic earnings per share (yuan / share) 0.60 0.71 0.67
Diluted earnings per share (yuan / share) 0.60 0.71 0.67
Basic earnings per share after deducting non recurring profits and losses
Income (yuan / share) 0.52 0.62 0.58
Diluted per share after deducting non recurring profit and loss
Income (yuan / share) 0.52 0.62 0.58
Project year 2021 / year 2022 / December 31, 2022 / before and after issuance on December 31, 2021
Weighted average return on net assets (%) 12.52% 14.51% 14.32%
After deducting non recurring profits and losses, the weighted average return on net assets (%) is 10.86%, 12.58% and 12.42%. Note 1: the above earnings per share and return on net assets 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.
It is estimated that after the issuance to specific objects is completed, the immediate return of the company in the year when the raised funds are in place will be diluted in the short term. 2、 Risk tips for diluted immediate return of this offering
After the completion of this offering, the total share capital of the company and the owner's equity attributable to the parent company will be improved. If the net profit of the company fails to achieve a corresponding increase, there may be a risk that the financial indicators such as earnings per share and return on net assets will be diluted after the completion of this offering. Draw the attention of investors to investment risks. 3、 Explanation of the board of directors on the necessity and rationality of issuing shares to specific objects
The total amount of funds raised in this offering does not exceed 2200 million yuan. After deducting the issuance expenses, it is proposed to be used for the following projects:
