Stock abbreviation: Kangda New Materials(Group) Co.Ltd(002669) Stock Code: Kangda New Materials(Group) Co.Ltd(002669) Kangda New Materials(Group) Co.Ltd(002669) material (Group) Co., Ltd
And
China Post Securities Co., Ltd
Reply to the letter on making preparations for the meeting of the stock issuance and Examination Committee of Kangda New Materials(Group) Co.Ltd(002669) non-public Development Bank
Sponsor (lead underwriter)
17 Zhushikou East st, Dongcheng District, Beijing
March, 2002
China Securities Regulatory Commission:
According to the requirements of the letter on making preparations for the meeting of the stock issuance and Examination Committee of Kangda New Materials(Group) Co.Ltd(002669) non-public Development Bank (hereinafter referred to as the “notification letter”) of your association, Kangda New Materials(Group) Co.Ltd(002669) material (Group) Co., Ltd. (hereinafter referred to as ” Kangda New Materials(Group) Co.Ltd(002669) ,” issuer “or” company “) together with the sponsor China Post Securities Co., Ltd. (hereinafter referred to as” China Post securities “,” sponsor “) and the issuer’s lawyer, Beijing Tongshang law firm (hereinafter referred to as” issuer’s lawyer “) The issuer’s accountant Rongcheng Certified Public Accountants (special general partnership) (hereinafter referred to as “the issuer’s accountant”) has checked and implemented the questions raised in the notification letter one by one, and now makes the following reply to the relevant questions.
Note:
1. Any discrepancy between the total amount and the mantissa of the sum of the itemized values in the financial data in this reply is caused by rounding.
2. Unless otherwise specified, the currency in this reply refers to RMB, which has the same meaning as the abbreviation in the due diligence report of China Post Securities Co., Ltd. on the sponsor of non-public development of A-share shares of Kangda New Materials(Group) Co.Ltd(002669) material (Group) Co., Ltd.
3. The font in this reply report represents the following meanings:
Bold: questions listed in the feedback
Arial (not bold): reply to the questions listed in the feedback
Song typeface (BOLD): verification opinions of intermediary institutions
catalogue
Question 1: About raised investment projects four
Question 1 five
Question 2 twenty-nine
Question 3 thirty
Question 4 thirty-four
Question 5 thirty-six
Question 6 forty-six
Question 7 fifty-four
Question 8 fifty-six
Intermediary verification process and verification opinions Question 2: about business performance sixty
Question 1 sixty
Question 2 sixty-four
Question 3 seventy
Intermediary verification process and verification opinions Question 1: About raised investment projects. The total amount of funds raised this time does not exceed 750 million yuan. After deducting the issuance expenses, the actually raised funds will be used for the 30000 T / a adhesive and upstream and downstream new material project of Tangshan Fengnan Kangda chemical new material Co., Ltd., the 30000 T / a adhesive series product project of Fujian Kangda Xinzi New Material Co., Ltd. and supplementary working capital. Some products such as modified elastic resin adhesive and modified rubber resin solvent involved in the raised investment project belong to products with high pollution and high environmental risk. Products such as high-performance acrylate structural adhesive and high-performance structural adhesive are affected by environmental protection and industrial park planning factors of Shanghai production base, and the production capacity needs to be strategically transferred from Shanghai to the South and North (Hebei and Fujian). Fujian Kangda Xinyu New Material Co., Ltd. has an annual output of 30000 tons of adhesive new material series products and Tangshan Fengnan Kangda chemical new material Co., Ltd. has an annual environmental protection supporting investment of 8.63 million yuan and 29.52 million yuan respectively. According to the catalogue of classified management of pollutant discharge permits of fixed pollution sources (2019 Edition), new pollutant discharge units shall apply for pollutant discharge permits or fill in pollutant discharge registration forms before starting production facilities or actual pollutant discharge; The measures for the administration of registration of hazardous chemicals stipulates that the issuer shall apply for the registration certificate of hazardous chemicals before the completion acceptance of this raised investment project, and the issuer has not been able to obtain the above license. During the reporting period, the capacity utilization rate of various adhesive products of the issuer varied greatly. The issuer is requested to: (1) explain the corresponding relationship between the products produced by this raised investment project and the issuer’s existing products, and the main customers, sales revenue, production entities, downstream application fields, production lines and equipment (including sharing or not), capacity utilization rate of each corresponding existing product during the reporting period, and in combination with the above situation, Explain the necessity and rationality of expanding the production of corresponding products in this raised investment project; In combination with the construction, investment and product capacity of the previous raised investment project, explain the investment amount arrangement details, calculation basis and process of this raised investment project; Under the current market conditions, whether the price fluctuation of basic raw materials such as oil has a significant impact on the benefits of raised investment projects, and whether the relevant benefit calculation basis is cautious and reasonable; In combination with the latest book monetary funds in the reporting period, explain whether there are restrictions on the funds and the necessity and rationality of using the raised funds to make up the current; (2) Explain whether there are new products other than existing products in this raised investment project, the production and technical preparation of new products, orders and customer development, and whether this part of new capacity can be digested; Specific measures and feasibility of capacity digestion; (3) In combination with the relevant provisions of the comprehensive list of environmental protection, explain by product whether the products involved in the raised investment project belong to high pollution and high environmental risk products, and whether the issuer meets the relevant requirements of industrial policies and environmental risk prevention; (4) Explain whether the internal management systems such as environmental protection emergency plan are sound and effectively implemented, whether there are potential risks of major environmental emergencies, and whether the relevant information disclosure is sufficient; (5) Explain the specific reasons for the capacity transfer of some products, and whether they belong to restricted, eliminated or excess capacity; In combination with relevant local policy requirements, explain whether it meets the national or local pollutant emission standards and the issued ultra-low emission requirements, and whether there is regulatory arbitrage; (6) Whether the supporting funds for environmental protection of Fujian Kangda Xinyu New Material Co., Ltd. are sufficient; (7) What measures the issuer plans to take to ensure that the pollutant discharge permit and hazardous chemicals registration certificate are obtained on schedule, and whether the relevant risks are fully revealed. (8) Whether the use of raised funds complies with the provisions of item (II) of Article 10 of the measures for the administration of securities issuance of listed companies. The recommendation institution and the application lawyer shall explain the verification basis and process, and express clear verification opinions. Question 1: explain the corresponding relationship between the products produced by this raised investment project and the existing products of the issuer, and the main customers, sales revenue, production entities, downstream application fields, production lines and equipment (including sharing or not), capacity utilization rate of each corresponding existing product during the reporting period, combined with the above situation, Explain the necessity and rationality of expanding the production of corresponding products in this raised investment project; In combination with the construction, investment and product capacity of the previous raised investment project, explain the investment amount arrangement details, calculation basis and process of this raised investment project; Under the current market conditions, whether the price fluctuation of basic raw materials such as oil has a significant impact on the benefits of raised investment projects, and whether the relevant benefit calculation basis is cautious and reasonable; In combination with the latest book monetary funds in the reporting period, explain whether there are restrictions on the funds and the necessity and rationality of using the raised funds to make up the current;
[reply] i. explain the corresponding relationship between the products produced by this raised investment project and the existing products of the issuer, and the main customers, sales revenue, production entities, downstream application fields, production lines and equipment (including sharing or not), capacity utilization rate of each corresponding existing product during the reporting period, combined with the above situation, Explain the necessity and rationality of expanding the production of corresponding products in this raised investment project (I) the corresponding relationship between the products produced in this raised investment project and the existing products of the issuer
1. 30000 T / a adhesive and upstream and downstream new materials project of Tangshan Fengnan Kangda chemical new materials Co., Ltd. (hereinafter referred to as “Tangshan Fengnan project”):
Relationship between total annual output of sequence type and existing products
No. (ton)
Relationship between total annual output of sequence type and existing products
No. (ton)
1 epoxy resin adhesive 200000 epoxy adhesive company has WD3 series products, which is the expansion of existing products.
2 silica gel 200000 other adhesive companies have WD6 series products, which is the expansion of existing products.
3 high performance acrylate structure 200000 acrylic adhesive company has wd1 series products, which is the expansion of existing products.
4. Modified rubber resin solvent adhesive 200000 SBS adhesive company has wd2 series products, which are the upgrading of existing products.
5. Solvent laminating adhesive (the modified 400000 polyurethane adhesive company has ly series products, which is the current solvent polyurethane laminating adhesive) has expanded the production of products.
6 solventless laminating adhesive 800000 polyurethane adhesive company has wd8 series products, which is the expansion of existing products.
7 new products of waterborne polyurethane acrylate 1000000 polyurethane adhesive
Dispersion
8 total 3000000
Note: the company’s products have several models, among which wd1 series products are acrylic, wd2 series products are rubber, WD3 series products are epoxy adhesive, WD6 series products are silica gel, wd8 series products are solvent-free laminating adhesive and reactive hot melt adhesive, and ly series products are solvent-based laminating adhesive.
2. The name and scale of products produced by Fujian Kangda Xinyu New Material Co., Ltd. with an annual output of 30000 tons of adhesive new material series products (hereinafter referred to as “Fujian Kangda Xinyu project”) are as follows:
Relationship between total annual output of sequence type and existing products
No. (ton)
1 functional laminating adhesive 1000000 polyurethane adhesive company has ly series products, which is the expansion of existing products.
2 modified elastic resin adhesive 500000 SBS adhesive company has wd2 series products, which is an upgrade of existing products.
3 high performance structural adhesive 500000 acrylic adhesive company has wd1 series products, which is the expansion of existing products.
Functional polyester and reactive functional polyester are the raw materials of type 4 hot melt adhesive 500000 polyurethane adhesive of reactive hot melt adhesive. This product is the expansion of existing products.
5 special resin intermediate 500000 epoxy adhesive is a new product, which belongs to the raw material for the production of epoxy structural adhesive.
6 total 3000000
Note 1: there are several models of the company’s products, among which wd1 series products are acrylic, wd2 series products are rubber, WD3 series products are epoxy adhesive, WD6 series products are silica gel, wd8 series products are solvent-free laminating adhesive and reactive hot melt adhesive, and ly series products are solvent-based laminating adhesive. Note 2: the functional laminating adhesive, modified elastic resin adhesive and high-performance structural adhesive of Fujian Kangda Xinyu project are the same as those of Tangshan Fengnan project