Securities code: Suzhou Victory Precision Manufacture Co.Ltd(002426) securities abbreviation: Suzhou Victory Precision Manufacture Co.Ltd(002426) Announcement No.: 2022023 Suzhou Victory Precision Manufacture Co.Ltd(002426)
Announcement on the progress of foreign investment in the establishment of joint ventures and the signing of equity transfer agreements
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.
1、 Transaction overview
1. Suzhou Victory Precision Manufacture Co.Ltd(002426) (hereinafter referred to as “the company”) held the 14th meeting of the 5th board of directors on August 2, 2021 respectively, deliberated and adopted the proposal on the joint investment and establishment of a joint venture with Yunnan Energy New Material Co.Ltd(002812) and the signing of the framework agreement on the acquisition of Suzhou Fuqiang Technology Co., Ltd. and JOT Automation Ltd; The 16th meeting of the 5th board of directors was held on September 15, 2021, and the third extraordinary general meeting of shareholders in 2021 was held on October 25, 2021, The proposal on the joint investment and establishment of a joint venture between the company and Yunnan Energy New Material Co.Ltd(002812) and its related parties and the signing of the equity transfer agreement between Suzhou Fuqiang Technology Co., Ltd. and JOT Automation Ltd. and the proposal on the passive formation of external financial assistance after the transfer of the equity of subsidiaries were reviewed and approved, and it was agreed that the company, Yunnan Energy New Material Co.Ltd(002812) and its actual controller Li Xiaoming family members The third party designated by Li Xiaoming jointly funded the establishment of a joint venture to acquire 100% equity of Suzhou Fuqiang Technology Co., Ltd. (hereinafter referred to as “Fuqiang technology”) and 100% equity of JOT Automation Ltd (hereinafter referred to as “jot”) through the joint venture, And signed the framework agreement on the acquisition of Suzhou Fuqiang Technology Co., Ltd. and JOT Automation Ltd. and the equity transfer agreement of Suzhou Victory Precision Manufacture Co.Ltd(002426) , Shengli Technology (Hong Kong) Co., Ltd. Yunnan Energy New Material Co.Ltd(002812) on Suzhou Fuqiang Technology Co., Ltd. and jotautomation Ltd.
2. On October 29, 2021, the company and each counterparty completed the establishment and relevant industrial and commercial registration procedures of the joint venture Suzhou Jiesheng Technology Co., Ltd. (hereinafter referred to as “Jiesheng technology”).
3. In November 2021, the company received the transaction deposit of 120 million yuan paid by Jiesheng technology and completed the obligation of paying in the capital contribution of 217.8 million yuan to Jiesheng technology.
4. In December 2021, the company received 270.5 million yuan of the first phase transaction payment (excluding the deposit) and 156.5 million yuan of the second phase transaction payment paid by Jiesheng technology, signed the company custody contract with Jiesheng technology on the daily business matters of jot, and completed the relevant industrial and commercial registration change and filing procedures of Fuqiang technology.
For details of the above, please refer to the company’s website at China Securities News, securities times, Shanghai Securities News, securities daily and http://www.cn.info.com.cn Relevant announcements disclosed (Announcement No.: 2021059, 2021071, 2021081, 2021085, 2021089 and 2022002).
2、 Specific progress in the implementation of the agreement
According to the relevant provisions of the equity transfer agreement, Jiesheng technology shall pay the second transaction payment of RMB 304 million to the company before November 30, 2021. As the joint venture Jiesheng technology is a foreign-invested enterprise, due to the complex establishment process, foreign exchange control and other factors, the relevant delivery and payment items have been postponed as a whole. As of the date of this announcement, 147.5 million yuan of the second transaction has not been paid. The company is actively communicating with Jiesheng technology to implement relevant payment time points and matters not covered in the share transfer agreement. The company will take corresponding safeguard measures in time according to the actual situation to safeguard the interests of listed companies.
3、 Relevant description
As of the date of this announcement, the overdue items of part of the second transaction payment have not adversely affected the company’s daily production and operation. The company will continue to communicate with Jiesheng technology, promote the payment arrangement of the remaining amount of this transaction, and timely fulfill the obligation of information disclosure according to the progress of the items. Please pay attention to the investment risks.
Suzhou Victory Precision Manufacture Co.Ltd(002426) board of directors March 3, 2022
