About Guangdong Jiayuan Technology Co.Ltd(688388)
Application documents for issuing shares to specific objects
Review the reply report to the inquiry letter
(Revised Version)
Sponsor (lead underwriter)
Shanghai Stock Exchange, North block of excellence Times Square (phase II), No. 8, Zhongxin Third Road, Futian District, Shenzhen, Guangdong Province:
We have received the inquiry letter on the examination of application documents for Guangdong Jiayuan Technology Co.Ltd(688388) issuing shares to specific objects (hereinafter referred to as the “inquiry letter”) issued by your exchange on February 14, 2022, Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ,” sponsor “and” sponsor “) as the sponsor of Guangdong Jiayuan Technology Co.Ltd(688388) (hereinafter referred to as” Guangdong Jiayuan Technology Co.Ltd(688388) , “issuer” and “company”) issuing shares to specific objects, and Guangdong Jiayuan Technology Co.Ltd(688388) Guangdong Xinda law firm (hereinafter referred to as “the issuer’s lawyer”) and Lixin Certified Public Accountants (special general partnership) (hereinafter referred to as “the issuer’s reporting accountant” and “the accountant”) have carefully implemented the questions listed in the inquiry letter one by one. Now, the reply to the questions in the inquiry letter is as follows, please review.
Unless otherwise specified, the abbreviations or terms in the reply report of this inquiry letter have the same meanings as those in the prospectus for offering shares to specific objects in Guangdong Jiayuan Technology Co.Ltd(688388) 2021.
Question 1. About one of the projects raised and invested this time
According to the application materials and public information, (1) the investment project of high-performance lithium copper foil (project 1) includes the Guangdong Jiayuan Technology Co.Ltd(688388) park with an investment of 86 million yuan, the new high-performance copper foil technical transformation project with an annual output of 16000 tons (Project 1.1), the high-performance copper foil project with an annual output of 15000 tons (project 1.2) with an investment of 120 million yuan, and the high-precision ultra-thin electronic copper foil project with an annual output of 30000 tons (project 1.3) with an investment of 84 million yuan; In addition, 160 million yuan of the raised funds will be invested in the 20000 ton electrolytic copper foil project of Jiangxi Guangdong Jiayuan Technology Co.Ltd(688388) Co., Ltd. (project 2); (2) The filing documents and EIA approval obtained in project 1.3 are 2016 and 2017 respectively. Shandong Jiayuan has started construction in April 2017, and the issuer will start construction in the second half of 2021; The EIA of project 2 has not been completed; (3) In November 2021, the issuer signed the letter of intent for investment in Guangdong Jiayuan Technology Co.Ltd(688388) annual 50000 tons high-end copper foil construction project with Meixian District People’s Government of Meizhou city; In February 2022, the issuer intends to use its own funds to contribute RMB 400 million in monetary form to jointly establish Guangdong Jiayuan Times New Energy Materials Co., Ltd. with Contemporary Amperex Technology Co.Limited(300750) to build a 100000 ton high-performance electrolytic copper foil project. The above project is an independent project from this raised investment project.
The issuer is requested to explain: (1) the sales of various specifications of copper foil products during the reporting period, the specific contents, specifications and application fields of each sub project of project 1 and the main products of project 2, and the differences between the existing products and the previous raised investment projects in terms of product structure, technical level, process difficulty, application field, etc; The advantages and disadvantages of the issuer’s technical level and product performance of each raised investment project compared with its competitors in the same industry; (2) The issuer’s production capacity and future capacity planning of projects that have reached production capacity and are under construction in each year during the reporting period, and analyze the rationality of the above-mentioned new capacity planning in combination with the downstream market factors such as the capacity of products of various specifications or market segments, the current and under construction capacity of the market, the development trend of the industry, the expiration of new energy vehicle subsidy policies, and the issuer’s market share; In combination with the above situation, the capacity planning of the issuer’s main customers, the proportion of the issuer’s sales volume to its main customers in its purchase volume, the issuer’s orders in hand, the production expansion of comparable companies, etc., analyze whether the issuer’s raised investment project capacity can be fully digested; Reasons and rationality of large-scale production expansion plan before the previous raised investment project was put into operation; (3) The specific composition, calculation basis and calculation process of the investment amount of each sub project of project 1 and project 2; (4) Process, basis and results of benefit prediction of each subproject of project 1 and project 2; (5) Item 1.3 the filing and environmental impact assessment of the project took place earlier, and whether relevant procedures need to be handled again; The handover of the project between the issuer and Shandong Jiayuan means that the construction will start in the second half of 2021; The specific progress of project 2 in obtaining the EIA reply. If it cannot be obtained as scheduled, will it be beneficial to the implementation process and benefits of relevant raised investment projects
Adverse impact on prediction and other aspects; (6) The issuer cooperates with Meixian District People’s Government of Meizhou city and Contemporary Amperex Technology Co.Limited(300750) Co., Ltd
The background, construction plan and capital source of the construction project, as well as the differences between the relevant projects and the previous and current raised investment projects,
Rationality and necessity of this raised investment project.
The reporting accountant is requested to check and express opinions on the above matters (3) (4), and the lawyer of the issuer is requested to check
(5) check and give opinions on the above matters.
reply:
1、 Sales of copper foil products of various specifications during the reporting period, including all subprojects of project 1 and main items of project 2
The specific contents, specifications and application fields of the products are different from the existing products and the previous raised investment projects in terms of product structure and technology
Differences in technical level, process difficulty, application field, etc; Technical level of each raised investment project of the issuer and
Advantages and disadvantages of product performance compared with competitors in the same industry;
(I) sales of copper foil products of various specifications during the reporting period
20212020 2019
Project amount (10000 yuan) (ton) (10000 yuan) (ton) (10000 yuan) (ton) (10000 yuan) (ton)
Lithium copper foil 251910602481952107851661396033143439291709595
Including: dual light 6 µ m and below 192128731839106645023176918099439341113357
Double light above 6 µ m 597818864284643349356268534399995596238
Standard copper foil 28465592955731236624203216116130 182.73
Total 280376192777525120217891599248144600591727868
(II) specific contents, specifications and application fields of each sub project of project 1 and main products of project 2,
In terms of product structure, technical level, process difficulty, application field, etc., compared with existing products and previous raised investment projects
Differences in
The specific contents, specifications and application fields of the main products of the issuer’s raised investment project are as follows:
Main product specifications and application fields of the project subproject
High performance lithium battery Project 1.1 dual light 6 µ m and below is mainly used for lithium
Copper foil fund-raising project 1.2 lithium battery copper foil dual optical 6 µ m and below ion battery field
Gold investment project 1.3 dual light 6 µ m and above
Jiangxi Guangdong Jiayuan Technology Co.Ltd(688388) Co., Ltd. produces PCB copper foil annually. High performance electronic circuit copper foil for PCB is mainly used in
20000 ton electrolytic copper foil project PCB field
Project product structure difference technical level difference process difficulty difference application field difference
The products produced by this raised investment project and the existing products produced by this raised investment project are all products produced by this raised investment project
The structure of high-performance lithium products and the funds raised in the previous time are not substantially the existing mass-produced products, which are different from the existing products and the copper foil raised in the previous time.
Compared with the existing product structure, there is no significant difference between the production technology level and development difficulty of this product and the issuer’s existing product investment projects. The fund-raising investment projects focus on the production of 6 µ m and pedestrians. The existing technology level and pre production process and the previous fund-raising investment projects are applied to copper foil products below lithium ion power projects, so as to adapt to the technology used in the secondary fund-raising investment projects of downstream customers, and there is no significant difference in the technical level
There is no significant difference in the level of demand
1. The issuer is now mainly producing PCBs in mass production. 1. The raised investment project is mainly produced
Copper foil mainly includes copper foil for rigid circuit board and high-end PCB copper foil
(12-18 µ m), the middle and low-end multi-layer high eye related products are superior to the current products in terms of copper foil surface 1, the raised funds investment project 1, and the existing mass-produced Jiangxi jiayuanmi interconnection multi-layer HDI circuit board (12 – high-performance electronic circuit copper foil PCB copper foil application domain Technology Co., Ltd. 18 µ m produced by roughness, strength and ductility). However, the roughness of the products is low, and there may be no significant difference in RZ value, The annual output of the company is applied. 2. The raised investment project plans to mainly produce high-density interconnection multilayer ≤ 2.0, compared with the existing production in the field of PCB
20000 tons of high-performance electronic circuit copper foil for electric PCB, which can have RZ value of HDI circuit board and 5g high-frequency products ≤ 5.0. It has high process difficulty. 2. The unsolved copper foil item of the previously raised funds is used for high-density interconnection of multi-layer HDI circuit board, high-speed circuit board and other products. It is used for the production of PCB copper foil and low loss in the signal transmission process of 5g high-frequency high-speed circuit board. 2. The previously raised funds are not used for the construction of production line
3. The previously raised funds were not used for the construction of PCB copper foil production line
PCB copper foil production line construction 2. The previously raised funds were not used for
Construction of PCB copper foil production line
(III) the technical level and product performance of each raised investment project of the issuer are better than those of competitors in the same industry
power
1. Technical level of the issuer’s products
(1) Technology research and development
The company has been recognized as the national enterprise technology center, the national technological innovation demonstration enterprise and the national knowledge industry
It is an advantageous enterprise and high-tech enterprise with strong technological R & D strength.
In terms of independent innovation, the company has mastered a number of technological achievements through continuous R & D investment and technological innovation
Familiar with the key core technology, in addition to mastering the core technology of ultra-thin / ultra-thin lithium battery copper foil manufacturing, he also mastered HDI
Manufacturing technology and addition of high-end electronic copper foil such as copper foil, VLP / HVLP copper foil, FPC copper foil and RTF copper foil
Agent compounding technology, high-efficiency copper dissolution technology, electrolyte filtration technology, cathode roller grinding technology, high-precision slitting and
Copper powder cleaning technology, etc.
In 2020, the company realized the industrialization of 4.5 µ m ultra thin copper foil, with copper foil surface density, tensile strength and ductility
Key indicators such as elongation are at the industry-leading level, which can improve the energy density of lithium battery by 5-10% (compared with 6 µ M products). At the same time, the company’s “R & D and industrialization of high-performance and extremely thin electrolytic copper foil core technology for lithium-ion power battery” project has been identified by the expert group organized by China Nonferrous Metals Industry Association. A number of technologies have filled the gap in China, and the overall technology has reached the international advanced level.
(2) Product structure
The company’s products are lithium copper foil and electronic circuit copper foil. The main products of lithium copper foil are ultra-thin (≤ 12 µ m) and ultra-thin (≤ 6 µ m) lithium copper foil, which can meet the needs of different battery technologies such as lithium iron phosphate battery, ternary material battery and semi-solid battery. At present, the company has the production capacity of puqiang 4 µ m lithium battery copper foil and the small batch production capacity of high-strength 5 µ m lithium battery copper foil. In the field of electronic circuit copper foil for PCB, the company has successfully developed high-end electronic copper foil for PCB, such as reverse type (RTF) copper foil and very low profile (VLP) copper foil, which can meet the needs of 5g high-frequency high-speed circuit board, HDI high-density interconnection circuit board, FPC high flexible circuit board and so on. On this basis, the company follows the product brand competition strategy and can customize products according to customer needs, so as to strive for greater market share.
(3) Product quality
The product quality of the company strictly implements the local, industrial, national and international quality standards. The company is the industry standard SJ / t114832014 electrolytic copper for lithium ion batteries
