Henan Shuanghui Investment & Development Co.Ltd(000895) : Announcement on signing Shuanghui muyuan strategic cooperation framework agreement with Muyuan Foods Co.Ltd(002714)

Securities code: 000895 securities abbreviation: Henan Shuanghui Investment & Development Co.Ltd(000895) Announcement No.: 2022-01 Henan Shuanghui Investment & Development Co.Ltd(000895)

Announcement on signing Shuanghui muyuan strategic cooperation framework agreement with Muyuan Foods Co.Ltd(002714)

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 shuanghuimu original strategic cooperation framework agreement signed this time is the framework document for both parties to reach strategic cooperation and establishes the strategic cooperation relationship between both parties. This agreement involves the specific development of cooperation business, which needs to be agreed by both parties through a separate specific agreement.

2. The signing of this agreement is not expected to have a significant impact on the company’s operating performance this year.

1、 Overview of signing strategic cooperation framework agreement

Henan Shuanghui Investment & Development Co.Ltd(000895) (hereinafter referred to as “the company”) and Muyuan Foods Co.Ltd(002714) (hereinafter referred to as “the agreement”) signed the Shuanghui muyuan strategic cooperation framework agreement (hereinafter referred to as “the agreement”) in Luohe City, Henan Province on January 1, 2022. Based on the principle of complementary advantages and mutual benefit, both parties give full play to their industrial advantages and adhere to the concept of healthy, safe and green industrial development, Relying on the purchase and sale of live pigs, improve the industrial chain, enhance the value chain, open up the supply chain, improve product quality, efficiency and market competitiveness, and realize win-win cooperation and common high-quality development.

This agreement is a framework document for both parties to reach strategic cooperation and lays a foundation for subsequent business cooperation between both parties. It does not involve related party transactions and does not constitute a major asset restructuring specified in the administrative measures for major asset restructuring of listed companies. It does not need to be submitted to the board of directors and the general meeting of shareholders for review. For the business progress involved in this agreement, the company will perform the decision-making procedures and information disclosure obligations in accordance with relevant laws, regulations and the Henan Shuanghui Investment & Development Co.Ltd(000895) articles of Association (hereinafter referred to as the “articles of association”).

2、 Basic information of the counterparty

Company name: Muyuan Foods Co.Ltd(002714)

Date of establishment: July 13, 2000

Unified social credit Code: 91410000706676846c

Company type: joint stock limited company (Sino foreign joint venture, listed)

Registered capital: RMB 2204608322 million

Legal representative: Qin Yinglin

Registered address: guanshengshuitian village, Neixiang, Nanyang City

Business scope: livestock and poultry breeding, purchase and sales, grain purchase and sales, improved seed breeding, feed processing and sales, livestock product processing and sales, pig manure treatment, and the import and export business of the enterprise’s self-produced products and related technologies, except for the commodities and technologies limited or prohibited by the state.

The company has no relationship with Muyuan Foods Co.Ltd(002714) . In 2019, 2020 and January September 2021, the amount of pigs purchased directly from Muyuan Foods Co.Ltd(002714) by the company was 21 million yuan, 380 million yuan and 290 million yuan respectively, accounting for 0.07%, 1.31% and 1.40% of the total amount of pigs purchased by the company in the current year or current period.

Muyuan Foods Co.Ltd(002714) is not a dishonest person and has good performance ability.

3、 Main contents of the agreement

(1) Parties

Party A: Henan Shuanghui Investment & Development Co.Ltd(000895)

Party B: Muyuan Foods Co.Ltd(002714)

(2) Cooperative principle

1. Adhere to the market principle. Follow the market law and general rules of the industry to make the market play a decisive role in resource allocation.

2. Adhere to the principle of equality. The two sides consult on an equal footing, cooperate fairly and achieve common development.

3. Adhere to the principle of voluntariness. The cooperation between the two sides is based on the needs of the development of their respective enterprises, so that the results of cooperation can benefit a wider range of fields.

4. Adhere to the principle of mutual benefit. Take into account the interests and concerns of both sides, seek the point of convergence of interests and the greatest common denominator of cooperation, reflect the wisdom and creativity of both sides, apply their strengths and do their best to give full play to the industrial advantages and potential of both sides.

(3) Cooperation content

1. Pig point-to-point direct supply

Party A shall open up a green channel and give priority to purchasing pigs directly supplied by Party B 24 hours a day; Both parties agree on the supply quantity, price and transportation mode to realize point-to-point direct supply.

Party B shall set the breeding farm matching with Party A’s slaughter as the base, give priority to supply Party A, and ensure the quality and quality of the supplied pigs. The weight of pigs is 80-140kg / head, so as to ensure that the quality and safety of pigs meet the requirements of national and industrial standards and the requirements of Party A’s procurement standards.

2. Establish supply chain cooperation mechanism

The two sides will give full play to the advantages of Shuanghui pig slaughtering and muyuan pig breeding, improve their brand value and market share, and jointly build a first-class industrial chain cooperation model at home and abroad.

3. Deepen bilateral cooperation

The two sides strengthened cooperation in the purchase and sale of live pigs and strengthened capacity matching and connection.

When the price of live pigs is low, Party A can appropriately increase the purchase of live pigs from Party B on the basis of adhering to the market orientation, and has the right to enjoy all relevant preferential policies for pig sales from Party B.

When the market price rises, Party B may appropriately increase the supply of pigs to Party A on the basis of adhering to the market orientation.

According to the needs of Party A, Party B shall provide Party A with relevant information in the process of pig breeding; According to the needs of Party B, Party A shall timely inform Party B of the relevant settlement data after the slaughter of pigs delivered by Party B.

(4) Effective conditions and validity period of the agreement

The agreement shall come into force after being signed and sealed by both parties and shall be valid from January 1, 2022 to December 31, 2024. One month before the expiration of the agreement, both parties shall negotiate the renewal.

4、 Impact of the agreement on the company

The signing of the strategic cooperation framework agreement between the company and Muyuan Foods Co.Ltd(002714) will help both sides complement each other’s advantages, give full play to their industrial advantages, enhance their market competitiveness, and achieve win-win cooperation and common development. This agreement is a framework document for both parties to reach strategic cooperation, lays a foundation for subsequent business cooperation between both parties, will have a positive impact on the company’s future business development, will not affect the company’s business independence, and is in line with the company’s long-term development strategy and the interests of all shareholders.

5、 Risk tips

This agreement is only a framework document for both parties to reach strategic cooperation. This agreement involves the specific development of cooperation business, which shall be agreed by both parties through a separate specific agreement. For the business progress involved in this agreement, the company will perform decision-making procedures and information disclosure obligations in accordance with relevant laws, regulations and the articles of association. Please pay attention to investment risks.

6、 Other relevant instructions

(1) The company has not disclosed any framework agreement or intention agreement in the last three years.

(2) Within three months before the signing of this agreement, the shares of the company held by the controlling shareholders, shareholders holding more than 5% and directors, supervisors and senior managers of the company have not changed during their tenure; In the next three months, there will be no lifting of restrictions on the sale of restricted shares held by controlling shareholders, shareholders holding more than 5% and directors, supervisors and senior managers of the company; As of the disclosure date of this announcement, the company has not received any notice from the controlling shareholders, shareholders holding more than 5% shares and directors, supervisors and senior executives that they plan to reduce their shares in the company in the next three months.

7、 Documents for future reference

(i) Shuanghui muyuan strategic cooperation framework agreement signed between the company and Muyuan Foods Co.Ltd(002714) .

It is hereby announced.

Henan Shuanghui Investment & Development Co.Ltd(000895) board of directors January 4, 2022

 

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