Keshun Waterproof Technologies Co.Ltd(300737) : Announcement on the company’s issuance of shares and payment of cash to purchase assets approved by the listing audit center of Shenzhen Stock Exchange

Securities code: 300737 securities abbreviation: Keshun Waterproof Technologies Co.Ltd(300737) Announcement No.: 2021-131 Keshun Waterproof Technologies Co.Ltd(300737)

About the issue of shares and the payment of cash for the purchase of assets

Announcement on the approval of the listing examination center of Shenzhen Stock Exchange

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, and bear individual and joint legal liabilities for the authenticity, accuracy and integrity of the contents.

Keshun Waterproof Technologies Co.Ltd(300737) (hereinafter referred to as “the company”) received the announcement on the results of the second review meeting of gem M & a committee in 2021 issued by the listing review center of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) on December 30, 2021. The listing review center of Shenzhen Stock Exchange proposed to sun Cheng, sun Huijing, sun Huasong Sun Ying and other 86 shareholders of Fengze Intelligent Equipment Co., Ltd. purchased 93.54% of the equity of Fengze Intelligent Equipment Co., Ltd. by issuing shares and paying cash. The review result is that they agree to issue shares to buy assets.

Main questions raised at the meeting of the M & a committee:

1. According to the application documents, the issuer focuses on the waterproof material market in the construction field, and the subject assets mainly provide products such as bearings, Waterstops, expansion devices and anti falling beam devices. Please explain the integration measures to be taken by the issuer to give play to the synergy after the completion of this transaction. The independent financial advisor is invited to give a clear opinion.

2. During the reporting period, the underlying assets were issued self regulatory measures by the stock transfer system company due to financial irregularities, and there were continuous and large amount of re lending. Please explain the measures to be taken by the issuer to improve the internal control level of the underlying assets after the completion of this transaction. The independent financial advisor is invited to give a clear opinion.

3. According to the application documents, the main products of the subject assets need to obtain the technical authorization of external units before obtaining CRCC certification. Please explain the application of the technology independently developed by the subject asset in the subject asset product. The independent financial advisor is invited to give a clear opinion.

The company’s transaction can be implemented only after the CSRC makes a decision on consent to registration. There is uncertainty about whether the CSRC can finally make a decision on consent to registration and its time. The company will timely perform the obligation of information disclosure according to the review progress of this transaction. Please make careful decisions and pay attention to investment risks.

It is hereby announced.

Keshun Waterproof Technologies Co.Ltd(300737) board of directors

December 31, 2021

 

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