Securities code: 002714 securities abbreviation: Muyuan Foods Co.Ltd(002714) Announcement No.: 2022-001 preferred stock code: 140006 preferred stock abbreviation: muyuanyou 01
Bond Code: 112849 bond abbreviation: 19 muyuan 01
Bond Code: 127045 bond abbreviation: muyuan convertible bond
About and Henan Shuanghui Investment & Development Co.Ltd(000895)
Announcement on signing strategic cooperation framework agreement
The company and all members of the board of directors guarantee that the information disclosed is true, accurate, complete and free from falsehood
Records, misleading statements or material omissions.
Special tips:
1. The strategic cooperation agreement signed this time is a framework agreement, which is mainly to give full play to the industrial advantages of both sides and promote common development through the establishment of a strategic partnership of equality, respect and win-win cooperation. The specific cooperation matters shall be subject to the specific cooperation project contract signed separately by both sides;
2. The signing of this agreement is not expected to have a significant impact on the company’s operating performance this year;
3. This Agreement does not involve related party transactions and does not constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies.
Muyuan Foods Co.Ltd(002714) (hereinafter referred to as “the company”) and Henan Shuanghui Investment & Development Co.Ltd(000895) (hereinafter referred to as ” Henan Shuanghui Investment & Development Co.Ltd(000895) “) 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 adhere to the concept of healthy, safe and green industrial development and rely on the purchase and sale of live pigs, By improving the industrial chain, enhancing the value chain and opening up the supply chain, we can improve product quality, efficiency and market competitiveness and achieve common high-quality development. The details are as follows:
1、 Information of partners
Company name: Henan Shuanghui Investment & Development Co.Ltd(000895)
Legal representative: Bandung
Registered capital: RMB 3464661213
Address: No. 1, Shuanghui Road, Luohe City, Henan Province
Business scope: slaughtering of livestock and poultry, processing and sales of meat food, canned meat, quick-frozen meat products, packaged cooked meat products (including halal food), edible animal fat (lard), aquatic products processing (surimi products (ready to eat)); Pig breeding and sales; Production and sales of PVDC film, food packaging materials and other packaging materials; Processing and sales of pig casing (salted pig casing) and its ancillary products; Extraction and sales of pharmaceutical intermediates (heparin sodium); Acquisition of agricultural and sideline products, production and processing of meat products and related products, supporting raw and auxiliary materials, condiments, food additives and compound food additives; Egg products sales, technical consulting services, warehousing services, chemical products sales (excluding flammable and explosive dangerous goods), investment in the food industry, sales agents and supporting services for relevant business operations.
The company is not associated with Henan Shuanghui Investment & Development Co.Ltd(000895) . In 2019, 2020 and January September 2021, the amount of pigs sold directly to Henan Shuanghui Investment & Development Co.Ltd(000895) by the company was 21 million yuan, 380 million yuan and 290 million yuan respectively, accounting for 0.11%, 0.69% and 0.54% of the total amount of pigs sold by the company in the current year / period respectively.
Henan Shuanghui Investment & Development Co.Ltd(000895) is not a dishonest person and has good performance ability.
2、 Main contents of the agreement
(i) 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 a 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.
3、 Impact on the company
The establishment of strategic partnership between the company and Henan Shuanghui Investment & Development Co.Ltd(000895) on the principle of complementary advantages and mutual benefit is conducive to give full play to the industrial advantages of both sides, improve product quality, efficiency and market competitiveness, further promote the complementary industrial advantages and high-quality development of both sides, meet the actual development needs of the company and improve the risk prevention ability of the company, It will not affect the company’s business independence and is in line with the company’s development plan and the company’s overall interests.
4、 Risk tips
The agreement signed this time is a strategic cooperation framework agreement between the two sides, and the relevant implementation details need to be further implemented and clarified. The company will perform relevant decision-making procedures and information disclosure obligations in strict accordance with the provisions and requirements of the Listing Rules of Shenzhen Stock Exchange and the articles of association. Please invest rationally and pay attention to investment risks.
5、 Other relevant instructions
(i) Framework agreements disclosed by the company in the last three years
No. date of disclosure and implementation of main contents
12020-08-14 the agreement between the company and China Everbright Bank Company Limited Co.Ltd(601818) is under normal performance.
Sign strategic cooperation agreement
The cooperation agreement signed between the company and the people’s Government of Ningling county is under normal performance.
22020-04-27 the board of directors deliberated and approved the establishment of Ningling Muyuan Meat Food Co., Ltd. in Ningling county.
32020-01-23 the agreement between the company and Huaxia jiuying Asset Management Co., Ltd. is under normal performance.
Strategic cooperation agreement signed by the company
The agreement between the company and SDIC Chuangyi Industrial Fund Management Co., Ltd. is under normal performance.
42019-12-11 the strategic cooperation framework agreement signed by the company has been reviewed and approved by the board of directors, and the company is a joint venture.
The agreement signed between the company and Huaneng Guicheng Trust Co., Ltd. is under normal performance.
52019-11-09 strategic cooperation agreement has been deliberated and approved by the board of directors, and the company is established as a joint venture.
The agreement is under normal performance.
62019-11-09 the company signed a cooperation agreement with the people’s Government of Shangshui County, which was deliberated and adopted at the 26th meeting of the third board of directors held on April 24, 2020, and the scale was changed from 2 million to 4 million.
（2） Within the three months prior to the disclosure of this agreement, there is no change in the shareholding of the company’s controlling shareholders, shareholders holding more than 5% and directors, supervisors and senior managers; In the next three months, there is no situation that the restricted shares held by controlling shareholders, shareholders holding more than 5% and directors, supervisors and Gao will be lifted; Up to now, the company has not received the notice from the controlling shareholders, shareholders holding more than 5% shares and directors, supervisors and senior management that they plan to reduce their shares in the company in the next three months. If they plan to implement the share reduction plan in the future, the company will timely fulfill the obligation of information disclosure in accordance with relevant regulations.
6、 Documents for future reference
1. Shuanghui muyuan strategic cooperation framework agreement signed between the company and Henan Shuanghui Investment & Development Co.Ltd(000895) .
It is hereby announced.
Muyuan Foods Co.Ltd(002714) board of directors
January 4, 2022
