Securities code: Beijing Hezong Science&Technology Co.Ltd(300477) securities abbreviation: Beijing Hezong Science&Technology Co.Ltd(300477) Announcement No.: 2022039
Beijing Hezong Science&Technology Co.Ltd(300477)
Announcement on foreign investment of Sun Corporation
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 risk tips:
1. The investment of the project is based on the needs of the company's strategic development and the judgment of the market prospect of iron phosphate industry. However, there are uncertainties in the development trend of the industry, the changes of market conditions and the business development ability of the management team, which will have an uncertain impact on the realization of future business benefits.
2. The project investment still needs to obtain the project land agreed in the contract through the bidding, auction and listing procedure, and there may be the risk of unsuccessful bidding and failure to obtain the agreed construction land in the proposed area. In addition, the construction of the project involves project initiation, environmental assessment approval, work safety license, construction planning license, construction license and other related approval matters, which need to be approved by relevant competent departments.
3. Given that there are certain uncertainties in the delivery schedule and delivery time of the parcel and the completion time of relevant approval matters, various uncertain factors will also be faced in the process of project construction, resulting in great uncertainty whether the project can be completed and officially put into operation according to the time limit planned by the company. It is expected that the project will not have a significant impact on the operating performance of the company in the short term.
4. The investment amount of the project is large, which is far higher than the current book capital level of the company. Some construction funds in the later stage need to be solved by introducing investors and bank financing. Investors may need to apply for antitrust review, and there are still uncertainties about the completion time of relevant approval matters and whether the financing funds can be in place on time. In case of capital shortage, the investment amount and investment progress of the project may be affected.
5. The investment scale and construction cycle of the project are planned or expected, which does not represent the company's prediction of future performance, nor does it constitute a performance commitment to shareholders. The company will continue to pay attention to the progress of the project. In case of major changes or phased progress in the follow-up, the company will timely perform the obligation of information disclosure in strict accordance with the requirements of relevant laws, regulations and normative documents.
6. The company solemnly reminds investors to invest rationally and pay attention to investment risks.
Beijing Hezong Science&Technology Co.Ltd(300477) (hereinafter referred to as "the company" and " Beijing Hezong Science&Technology Co.Ltd(300477) ") held the third meeting of the sixth board of directors and the third meeting of the sixth board of supervisors respectively on March 21, 2022, and deliberated and adopted the proposal on foreign investment of the sun company. According to the company's strategic planning and business development needs, Guizhou yayou new materials Co., Ltd. (hereinafter referred to as "Guizhou yayou"), the company's holding grandson, plans to invest about 4 billion yuan in the basic industrial park of Weng'an Economic Development Zone to build an integrated battery grade iron phosphate project with an annual output of 300000 tons (including the whole industrial chain project of iron phosphate for acid production from phosphate rock and pyrite). The total construction time of the project is expected to be three years.
The relevant information is hereby announced as follows:
1、 Overview of foreign investment
In order to further increase the investment in cathode materials of power batteries and energy storage batteries, build a market competitive lithium iron phosphate material industry chain, and strive to become a strategic layout of a world-class battery cathode material supplier, the company plans to take Guizhou yayou, the holding Sun company, as the main body of the investment project, In the basic industrial park of Weng'an Economic Development Zone, an integrated project with an annual output of 300000 tons of battery grade iron phosphate (including the whole industrial chain project of iron phosphate for acid production from phosphate rock and pyrite, hereinafter referred to as "the project" and "the project") will be built. The project land is 1120 mu. The project is planned to be constructed in two phases. The first phase of the project is planned to build a 100000 tons of battery grade iron phosphate project, The second phase of the project plans to build a 200000 ton battery grade iron phosphate project and supporting phosphate rock acid making and pyrite acid making projects.
The company held the third meeting of the sixth board of directors and the third meeting of the sixth board of supervisors on March 21, 2022, and deliberated and adopted the proposal on foreign investment of Sun Corporation with 9 votes in favor, 0 votes against, 0 abstentions and 3 votes in favor, 0 votes against and 0 abstentions respectively. The independent directors of the company have expressed their agreed opinions. According to the Shenzhen Stock Exchange GEM Listing Rules and the articles of association and other relevant provisions, the foreign investment of Guizhou yayou, the holding subsidiary, needs to be submitted to the general meeting of shareholders of the company for deliberation. This foreign investment still needs to obtain the project parcel agreed in the contract through the bidding, auction and listing procedure, and related approval matters such as project initiation, environmental assessment approval, work safety license, construction planning license and construction license need to be approved by relevant competent departments. The board of directors of the company also requests the general meeting of shareholders to authorize the management of the company to sign relevant agreements, contracts or other relevant documents and handle relevant matters.
The foreign investment of Guizhou yayou does not constitute related party transactions or major asset restructuring stipulated in the administrative measures for major asset restructuring of listed companies.
2、 Investor
1. Company name: Guizhou yayou New Material Co., Ltd
2. Type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
3. Registered capital: RMB 55 million only
4. Date of establishment: December 16, 2021
5. Business term: December 16, 2021 to long term
6. Unified social credit Code: 91522725ma7e89le9y
7. Legal representative: Li Zhijun
8. Registered address: Xianqiao community basic industrial park, yongyang sub district office, Weng'an county, Qiannan Prefecture, Guizhou Province
9. Business scope: those prohibited by laws, regulations and decisions of the State Council shall not be operated; Where the license (examination and approval) is required by laws, regulations and the State Council, the business shall be operated on the strength of the license (examination and approval) documents after being approved by the examination and approval authority; If the laws, regulations and decisions of the State Council stipulate that there is no need for permission (examination and approval), the market entities shall choose to operate independently. Manufacturing of special electronic materials; Sales of electronic special materials; Research and development of special electronic materials; Production of chemical products (excluding licensed chemical products); Fertilizer sales; Lime and gypsum manufacturing; Lime and gypsum sales; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion involve licensed business projects, which can be operated only after obtaining the permission of relevant departments.
10. Relationship with the company: Guizhou yayou is a wholly-owned subsidiary invested and established by Hunan Yacheng new materials Co., Ltd., the holding subsidiary of the company, that is, Guizhou yayou is the holding subsidiary of the company, which is included in the scope of the company's consolidated financial statements.
3、 Basic information of the proposed investment project
Guizhou yayou plans to build an integrated project with an annual output of 300000 tons of battery grade iron phosphate in the basic industrial park of Weng'an Economic Development Zone (including the whole industrial chain project of iron phosphate for acid production from phosphate rock and pyrite). The project land is 1120 mu. The project is planned to be constructed in two phases. The first phase of the project plans to build a 100000 tons of battery grade iron phosphate project with an investment scale of about 1.3 billion yuan; The second phase of the project plans to build a 200000 ton battery grade iron phosphate project and supporting phosphate rock acid making and pyrite acid making projects, with an investment scale of about 2.7 billion yuan.
4、 Necessity and feasibility of project construction
1. Necessity of project construction
(1) Needs of electric vehicle industry and energy storage industry
The iron phosphate produced in this project is the main raw material of lithium iron phosphate, which is mainly used in automotive power battery system and energy storage system.
The new energy vehicle industry with lithium-ion battery as the energy system has entered a blowout development period, and the demand for cathode materials of power batteries will usher in explosive growth.
(2) The need to help achieve the "double carbon" goal
As a new generation of high-tech energy storage and supply device, lithium-ion power battery is an ideal substitute to replace fossil energy; At the same time, the development and use of lithium-ion power battery is also of great significance to achieve the goal of "double carbon".
(3) The needs of the company's development
At present, the production capacity of the company's iron phosphate products ranks among the best in the industry. This foreign investment is conducive to the realization of scale effect of iron phosphate. Increasing the production capacity is conducive to the reduction of the production cost of iron phosphate in Yacheng, Hunan and improve the company's competitive strength; In addition, the downstream demand of the company's products is increasing rapidly. At present, the production capacity can no longer meet the needs of existing customers. If the company cannot expand the production capacity, it may lead to the loss of customers.
Therefore, the company plans to further expand the production scale of the company through the implementation of the project in combination with the national industrial policies and industrial development characteristics and relying on the existing technology. This will help to give further play to the advantages of the company's technology, products, customers, brand and management resources, realize the business integration and synergy of the company's lithium battery precursor material sector, effectively enhance the company's anti risk ability, and improve the company's market competitiveness and sustainable development ability.
2. Feasibility of project construction
According to the catalogue of industrial structure adjustment (2019 Edition) issued by the national development and Reform Commission, battery grade iron phosphate is a new product with high environmental protection benefits strongly supported by the state. It is also a product mainly supported by the high and new technology fields supported by the state and the chemical and physical power supply industry in the 14th five year plan, and conforms to the guiding ideology of energy development in the 14th five year plan. In addition, the proposed site of the project is located in the economic development zone (Chemical Industry Park) of Weng'an county, Guizhou Province, with basically perfect infrastructure, convenient external transportation and good transportation conditions. In conclusion, the construction of the project meets the requirements of national and local industrial policies. Weng'an county is rich in phosphorus mineral resources and coal resources. The price of thermal power is low. The overall resources and energy have obvious price advantages, which can effectively reduce the cost of the company.
5、 Existing risks and Countermeasures
1. This foreign investment mainly involves the following risks:
(1) The project has been adopted at the third meeting of the sixth board of directors and needs to be reviewed and approved by the general meeting of shareholders. There is still uncertainty whether the project can be approved by the general meeting of shareholders.
(2) The project involves pre-approval work such as project initiation, environmental assessment approval, work safety license, construction planning license and construction license, which also needs to be approved by relevant competent departments. Whether the approval can be obtained, the capacity scale of the approval and the actual investment scale are still uncertain.
(3) The construction and operation of the project may be affected by external environmental factors such as macroeconomic and market environment, as well as internal management factors such as project management and organization and implementation. There is uncertainty in the future operation. In addition, due to the adjustment of relevant national or local industrial policies, the implementation of the project may be subject to the risk of delay, change or termination.
(4) The total investment of the project is large, which is far higher than the current book capital level of the company. Some construction funds in the later stage need to be solved by introducing investors and bank financing. Investors may need to apply for antitrust review, and there are still uncertainties about the completion time of relevant approval matters and whether the financing funds can be in place on time. In case of capital shortage, the investment amount and investment progress of the project may be affected.
(5) There are many iron phosphate investment plans released in the market recently, which may lead to changes in the supply-demand relationship of iron phosphate Market in the future, and there is a risk of decline in product prices, which will affect the company's investment planning and expected income. (6) The investment scale and construction cycle of the project are planned or expected, which does not represent the company's prediction of future performance, nor does it constitute a performance commitment to shareholders.
2. The company will take various measures to deal with the above risks, including but not limited to:
(1) actively communicating with local government departments, passing on the advanced nature of the project and the necessity of construction, completing the approval procedures of all kinds of projects as soon as possible, and promoting the implementation of the project.
(2) Closely track the changes of market environment and policies, take effective management measures, strengthen risk control, and timely adjust strategic planning and business strategies to deal with risks; Refine the progress nodes of the project, strictly control the project construction progress, and earnestly strengthen the supervision, inspection and management of project construction.
(3) The company will take various ways to finance the construction of the project and actively communicate with banks and other financial institutions to ensure that the project funds are in place in full.
The company will continue to pay attention to the progress of the project. In case of major changes or phased progress in the follow-up, the company will timely perform the obligation of information disclosure in strict accordance with the requirements of relevant laws, regulations and normative documents. Please invest carefully and pay attention to investment risks.
6、 Purpose of foreign investment and its impact on the company
Through the integration of phosphate rock and iron phosphate battery industry, we can further give full play to the advantages of the project in terms of annual output of 300000 tons of lead-acid and iron phosphate battery products, including the collaborative management of lithium-iron phosphate industry and iron phosphate industry. On the other hand, it extends the company's industrial chain, expands the company's business scope, meets the different needs of customers, further strengthens the cooperation viscosity between the company and customers, and improves the market competitiveness and sustainable development ability. At the same time, by making full use of the local rich mineral resources, it can effectively reduce the company's cost, improve the profitability and bring new profit growth points to the company.
As the project construction takes a certain time, the project will not have a significant impact on the company's performance in the short term. If the project is successfully implemented, it will have a positive impact on the company's future business performance.
7、 Review comments
1. Opinions of independent directors
The independent directors of the company believe that:
The foreign investment of Guizhou yayou, a subsidiary of the company, is conducive to the expansion of the scale of the company's lithium battery cathode material precursor, and will further promote the company's technology and market leading position in the manufacturing field of lithium battery cathode material precursor. The deliberation and decision-making procedures for foreign investment matters are legal and effective, in line with the requirements of relevant laws and regulations such as the Shenzhen Stock Exchange gem stock listing rules, the guidelines for self discipline supervision of listed companies No. 2 - standardized operation of GEM listed companies, and the relevant provisions of the articles of association. There is no situation that damages the interests of the company and all shareholders, especially the majority of minority shareholders. Therefore, the independent directors unanimously agreed on the foreign investment of Guizhou yayou, a subsidiary of the company.
2. Opinions of the board of supervisors
After review, the board of supervisors believes that the foreign investment of Guizhou yayou, the company's Sun company, is conducive to promoting the expansion of the scale of the company's lithium battery cathode material precursor, further strengthening the company's competitiveness, ensuring the sustainable development of the company, in line with the interests of all shareholders of the company, and its decision-making procedures comply with laws and regulations and the relevant provisions of the articles of association. The board of supervisors approved the foreign investment of Guizhou yayou, a subsidiary of the company.
8、 Documents for future reference
1. Beijing Hezong Science&Technology Co.Ltd(300477) the resolution of the third meeting of the sixth board of directors;
2. Beijing Hezong Science&Technology Co.Ltd(300477) the resolution of the third meeting of the sixth board of supervisors;
3. Feasibility study report on the integrated project of Guizhou yayou New Material Co., Ltd. with an annual output of 300000 tons of battery grade iron phosphate in Weng'an county.
It is hereby announced.
