Zhongshui Zhiyuan Assets Appraisal Co., Ltd. about Shenzhen Stock Exchange
Inquiry letter on Shanghai Precise Packaging Co.Ltd(300442) application for major asset replacement, issuance of shares to purchase assets, raising supporting funds and related party transactions
Special verification opinions
Shenzhen Stock Exchange:
Zhongshui Zhiyuan Assets Appraisal Co., Ltd. (hereinafter referred to as "Zhongshui Zhiyuan" or "appraisal institution") has accepted the entrustment of Shanghai Precise Packaging Co.Ltd(300442) (hereinafter referred to as " Shanghai Precise Packaging Co.Ltd(300442) ") to act as the appraisal institution for Shanghai Precise Packaging Co.Ltd(300442) major asset replacement, issuance of shares and purchase of assets. Shanghai Precise Packaging Co.Ltd(300442) received the notice on Shanghai Precise Packaging Co.Ltd(300442) issued by the listing audit center of Shenzhen Stock Exchange on July 30, 2021 The examination and inquiry letter for applying for major asset replacement, issuing shares to purchase assets, raising supporting funds and related party transactions (examination and inquiry letter [2021] No. 030016, hereinafter referred to as the "examination and inquiry letter") has carefully analyzed and verified the relevant problems of the appraisal institution involved in the examination and inquiry letter, and now gives verification opinions on relevant matters.
Unless otherwise specified, the words or abbreviations mentioned in this verification opinion have the same meaning as the words or abbreviations defined in "interpretation" in the draft. If the total amount in any table in this reply is inconsistent with the sum of the values listed in the table, it shall be rounded unless otherwise specified.
Question 2 The application documents show that, (1) In 2021, the target company's predicted operating revenue and net profit are 2252.409 million yuan and 611.8757 million yuan respectively; (2) as of December 31, 2020, the target company's Runze A total of 12 data centers in area a of (Langfang) international information port that have been put into operation and under construction have signed cooperation agreements or framework contracts with telecom operators, some of which are strategic cooperation agreements, and some of which will be performed until 2023, 2027 and 2028; (3) It is estimated that the power on rate of A7, A8, A9, A10, a11, A12 and other data centers under construction will gradually reach more than 90% from 2023 to 2025; (4) the power of data center cabinets newly put into operation and powered on is higher than that of data center cabinets already put into operation. The higher the cabinet power, the higher the rental price of a single cabinet; (5) At present, the subject company implements the single system electricity price. The electricity price in Langfang is lower than that in Beijing suburbs, Shanghai and Guangzhou. Under the simulation situation, the electricity price advantage of the subject company has an impact on the gross profit margin of about 8% to 12%.
The listed company is requested to make supplementary disclosure: (1) disclose the achievement of the operating performance of the subject company up to now in 2021; (2) Disclose the basis for forecasting the power on rate of new projects in each year of the forecast period and whether the forecast is prudent and reasonable in combination with the market demand, the construction progress of projects under construction, the progress of relevant approval procedures, the estimated completion time, the signing of cooperation agreement and the agreement on the implementation time; (3) Disclose the basis for determining the predicted unit price and whether the prediction is prudent and reasonable in combination with the specific situation of cabinet power and electricity in each data center and the situation of comparable projects in comparable sections of Companies in the same industry; (4) Disclose the rationality of the target company's gross profit margin level during the reporting period in combination with the target company's operating cost composition and core competitive advantages, compare the comparable businesses of comparable companies in the same industry, and quantitatively analyze the impact of electricity, depreciation and amortization, labor cost rate, etc. on the target company's gross profit margin level; (5) Some of the proposed data center projects of the target company are located in other regions outside Langfang. Please disclose the specific situation of local electricity price, labor and other costs in combination with the specific location of each data center, quantitatively analyze the specific impact of local electricity price and labor on the gross profit margin and performance of the target company, and assess whether the electricity price and labor in other regions have been fully considered in the forecast Whether the electricity price, labor cost and other advantages of the target company are sustainable during the measurement period, and quantitatively analyze the impact of changes in electricity charges, depreciation and amortization, rental expenses, labor costs and other changes and changes in national or regional electricity price mechanism on the prediction performance and evaluation pricing of the target company during the prediction period. Independent financial consultants and appraisers are invited to check and express clear opinions, and accountants are invited to check and express clear opinions on matters (1) (4).
reply:
1、 Supplementary notes
(i) Disclose the achievement of the target company's operating performance up to now in 2021
As the target company has built the data center cabinet and gradually powered on, the IDC business income of each month continues to increase, and the target company's monthly operating income and profitability also gradually increase with the improvement of power on rate. From January to October 2021, the target company realized an operating income of 1670774400 yuan, and the net profit attributable to the parent company after deducting non recurring profits and losses was 58110100 yuan. The predicted net profit of the target company from January to December 2021 was
611875700 yuan. The net profit from January to October 2021 is 94.97% of the predicted net profit of the whole year. The target company can realize the predicted net profit of the whole year. In conclusion, the target company's business performance has reached the forecast from January to October 2021.
（2） In combination with market demand, construction progress of projects under construction, progress of relevant approval procedures, estimated completion time, signing of cooperation agreement and agreement on execution time, disclose the prediction basis of power on rate of new projects in each year of the prediction period, and whether the prediction is prudent and reasonable
1. IDC market scale and industry development policies in Beijing and surrounding areas determine the market demand of the target company
(1) The IDC market in Beijing is huge, accounting for about 30% of the national IDC market, ranking first in major cities in China, and has a large demand for data center cabinets
As one of the most developed regions of digital economy, Beijing has a huge demand for data storage and analysis, and is constantly improving. In the future, the development of various industries and digital transformation will produce a large amount of data, which will lead to the construction of data center with action as infrastructure. According to the Research Report on IDC market in Beijing and its surrounding areas from 2020 to 2021 released by Kezhi consulting, the IDC market scale in Beijing will reach 26.98 billion yuan in 2020, with a year-on-year increase of 19.9%, continuing to maintain rapid growth. The market scale accounts for 27.1% of the national IDC market, making it the largest IDC regional market in China. It is estimated that by 2023, the IDC market scale in Beijing will still maintain a growth rate of more than 15%. Specifically, its requirements will mainly include the following aspects:
① The rapid business expansion of large Internet enterprises, including mobile Internet enterprises, has brought rapid growth in the amount of data. In 2020, the overall demand of mobile Internet enterprises for cabinets in Beijing and surrounding areas will exceed 30000, and will maintain a growth rate of about 30% in the future.
② With the popularization and iteration of 5g, Internet of things and other terminal side application scenario technologies, there will be massive data processing demand in the future, and the rapidly growing data processing demand will drive the growth of data center demand in Beijing and surrounding areas.
③ The growth of the public cloud market is also becoming an important factor for maintaining a high growth rate of cabinet supply in Beijing and surrounding areas in the future, and its influence is still increasing. The growth of the public cloud market has led to the continuous expansion of cloud computing resource pool by cloud service providers, and the demand for data centers has increased rapidly. At present, cloud service providers represented by Alibaba cloud, Tencent cloud and Huawei cloud have more than 10000 cabinets in Beijing.
In addition, with the development of financial technology, the financial industry also has a huge demand for data centers, which has become another major factor in the high growth of IDC cabinet resource supply.
(2) The industrial planning of the national data center and the surrounding areas of Beijing is conducive to the development of Runze science and technology data center
In May 2021, Beijing Municipal Bureau of economy and information technology officially issued the implementation plan for the overall development of Beijing Data Center (2021-2023). The plan is for the new and transformed data centers pue (energy efficiency) and WUE in Beijing (water use efficiency), single rack power, tax contribution and other indicators have put forward clear access requirements, and forced transformation or closure of those that do not meet the access requirements. At the same time, it is proposed to actively guide the layout of data centers that meet the new demand in Zhangjiakou, Langfang, Tianjin and other regions of Hebei Province.
On May 24, 2021, the national development and Reform Commission, the central network information office, the Ministry of industry and information technology and the National Energy Administration issued the implementation plan for the computing hub of the collaborative innovation system of the national integrated big data center. The plan pointed out that in the initial stage, for cross regional national hub nodes such as Beijing Tianjin Hebei, Yangtze River Delta, Guangdong Hong Kong Macao Bay area and Chengdu Chongqing, In principle, the layout shall not exceed 2 clusters. Clusters should pay attention to intensive development, clarify the access standards such as data center construction scale, energy saving level and shelf availability, and avoid blind investment in construction.
On April 28, 2021, Langfang Bureau of industry and information technology and Langfang Development and Reform Commission issued the guidance on the high-quality development of Langfang data center, proposing to basically build a data center exhibition pattern radiating Beijing and xiong'an New Area by 2022 to meet the development and application needs of digital economy such as cloud computing, big data, blockchain and artificial intelligence, Resource utilization efficiency is usually further improved. By 2025, build the most influential data center cluster in Beijing, Tianjin and Hebei with low delay, high added value and obvious driving effect of industrial chain.
Therefore, under the influence of industrial development policies and hydropower resource supply, the growth of IDC cabinet resources in Beijing and its surrounding areas shows obvious regionality, and the new cabinet resources are mainly concentrated in the surrounding areas of Beijing. According to the IDC Market Research Report of Beijing and its surrounding areas from 2020 to 2021 issued by Kezhi consulting, more than 80% of the new cabinet resources in Beijing in the next three years will be concentrated in the suburbs outside the central urban area of Beijing, Langfang city around Beijing, Zhangjiakou City and Wuqing district.
To sum up, Runze technology is located in Langfang Data Center cluster, Runze (Langfang) International Information Port has an earlier layout and planned the cluster data center earlier. It has sufficient expansion space for end customers to directly expand the capacity in the local data center according to the rapid development of their own business, carry more data, and continue to provide customers with high-quality and convenient data center services. Runze technology has a high reputation in the industry, which is similar to China Telecom Corporation Limited(601728) , China United Network Communications Limited(600050) It has maintained a good business cooperation relationship. The end users are mainly large Internet enterprises, which has greatly improved the brand image of Runze technology, formed a good demonstration effect, brought more high-quality customers to Runze technology, and the market demand is sufficient.
2. Construction progress of projects under construction, progress of relevant approval procedures and estimated completion time
(1) Items included in the evaluation forecast
The name of the data center is expected to be put into use when the construction starts, and the construction progress is approved
Inter time program
A-7 data center December 2019 August 2021 land has been put into operation in April 2021
After the completion of civil engineering and decoration works, the basic equipment of A-8 data center will be installed in April 2020 and January 2022. It is expected to be put into use in January 2022
After the completion of civil works and decoration works of construction workers, the basic equipment of a-11 data center is scheduled to arrive in May 2020 and start installation in January 2022. It is expected to be put into use in January 2022
It is assumed that the main works of the project are completed, and the work permit for A-9 data center of secondary structure project is under construction in August 2020 and April 2022. It is expected that the permit will be complete and put into use in April 2022
Through the completion of relevant main works, the secondary structure project A-10 data center is under construction in August 2020 and April 2022, and is expected to be put into use in April 2022
EIA. The main works are completed, the secondary structure project A-12 data center is under construction in July 2020 and may 2022, and is expected to be put into use in May 2022
Note: due to the impact of the epidemic situation, the arrival of some equipment in A-8 data center was delayed, resulting in the estimated delay of about 1 month.
(2) Items not included in the evaluation forecast
The name of the data center is expected to make the construction progress of relevant approval processes when the construction starts
Inter temporal sequence
Runze (Foshan) international information, November 2020, land certificate, civil engineering construction in March 2023
Port 2# data center construction land
Runze (Foshan) International Information November 2020 March 2023 planning permission
