Securities code: 000881 securities abbreviation: Cgn Nuclear Technology Development Co.Ltd(000881) Announcement No.: 2022-004 Cgn Nuclear Technology Development Co.Ltd(000881)
Announcement on the proposed sale of some assets
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.
1、 Transaction overview
Cgn Nuclear Technology Development Co.Ltd(000881) (hereinafter referred to as “the company” or ” Cgn Nuclear Technology Development Co.Ltd(000881) “) deliberated and adopted the proposal on the disposal decision of Singapore Huajun Shipping Co., Ltd. and the proposal on the disposal decision of Singapore Huaguan Shipping Co., Ltd. by 9 votes in favor, 0 votes against, 0 votes abstained and 0 votes avoided at the 24th Meeting of the ninth board of directors held on January 17, 2022 According to the proposal on the disposal decision of Singapore Huahai Shipping Co., Ltd. and the proposal on the disposal decision of Singapore Huashang Shipping Co., Ltd., the company plans to dispose of the “Huaguan ship” held by four single ship companies under Singapore Daxin Holdings Co., Ltd. (hereinafter referred to as “Daxin Holdings”) by means of public listing transfer or non entry transaction If the four ships of “Huahai ship”, “Huajun ship” and “Huashang ship” are disposed of in a way other than entering the site, the transaction price shall not be lower than its evaluation and filing price; If the ship is sold by public listing transfer, the first listing price shall not be lower than its evaluation record price. If the intended transferee is not collected at the expiration of the first listing period, it shall be listed and disclosed again at the listing price of not less than 90% of the evaluation value. The total appraisal price of the above four ships is 377.306 million yuan. After the ship is sold, the company will cancel the corresponding single ship company in time.
This item does not constitute a connected transaction or a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies. This transaction is within the authority of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation. According to the relevant provisions of the Interim Measures for the administration of enterprise state owned assets appraisal issued by the state owned assets supervision and Administration Commission of the State Council, the appraisal results shall be reported to Cgn Power Co.Ltd(003816) Group Co., Ltd., the actual controller of the company, for the record.
2、 Basic information of transaction object
(I) huaguanlun
Huaguan ship (ship registration No.: 9569229) was built in 2012. It is a super flexible bulk carrier with good daily maintenance and is currently in normal use. The ship was overhauled in September 2021 and passed the inspection of China Classification Society. The classification certificate is valid until June 10, 2022.
Huaguanlun has repaid all the mortgage loans and is currently going through the mortgage cancellation procedures. In addition, there are no other third-party rights, major disputes, litigation or arbitration involving Huaguan ship, and there are no judicial measures such as seizure and freezing.
Singapore Huaguan Shipping Co., Ltd. is the single ship company of Huaguan ship. After the sale of Huaguan ship, the single ship company will stop operation and be cancelled after financial liquidation. Company name Singapore Huaguan Shipping Co., Ltd
Registration date: March 23, 2010
Registered capital: USD 10 million
The shareholding structure company holds 80% of its holding subsidiary Daxin Holding Co., Ltd. holds 75% of its shares, and Maxwell Shipping Co., Ltd. holds 25% of its shares
Registered at 200 cantonment Road, Southpoint #10-01a, Singapore 089763
Main business: ship operation and leasing, ship management services, business status existence (single ship company)
Lixin Certified Public Accountants issued a standard unqualified audit report. As of December 31, 2020, the total assets were 85.255 million yuan, the total liabilities were 82.1232 million yuan, and the net assets were 3.318 million yuan; In 2020, the operating income will be 19.016 million yuan and the net profit will be – 172 million yuan. (audited) as of October 31, 2021, the total assets are 88.9559 million yuan, the total liabilities are 63.4962 million yuan, and the net assets are 25.4597 million yuan; From January to October 2021, the operating revenue was 34.9087 million yuan and the net profit was 22.742 million yuan. (audited)
According to the asset appraisal report on the net assets project of Singapore Huaguan Shipping Co., Ltd. Cgn Nuclear Technology Development Co.Ltd(000881) involved in the proposed cancellation of Singapore Huaguan Shipping Co., Ltd. (Zhong Qi Hua Ping Bao Zi (2021) No. 4685) issued by Beijing Zhongqi Hua Asset Appraisal Co., Ltd, Singapore Huaguan Shipping Co., Ltd. adopts the asset-based method. On the benchmark date of October 31, 2021, the book value of the total assets is 88.9559 million yuan, the appraisal value is 99.6255 million yuan, the added value is 10.6696 million yuan, and the added value rate is 11.99%; The book value of total liabilities is 63.4962 million yuan, and the appraisal value is 63.4962 million yuan. There is no change in the appraisal value; The book value of net assets is 25.4597 million yuan, the appraisal value is 36.1293 million yuan, the added value is 10.6696 million yuan, and the added value rate is 41.91%.
Among them, the original book value of huaguanlun and its ballast water management system is 201105236.23 yuan, the net book value is 151177622.79 yuan, the provision for impairment is 64261191.06 yuan, the net value is 86916431.73 yuan, the assessed net value is 97586000.00 yuan, the appreciation is 10669568.27 yuan, and the appreciation rate is 12.28%.
(II) Hua junlun
Huajunlun (ship registration No.: 9569267) was built in 2011 and is a super flexible bulk carrier. The ship is well maintained and is currently in normal use. The ship was overhauled in November 2020 and passed the 10-year special inspection of China Classification Society in December 2020. The new classification certificate is valid until January 27, 2026.
Hua junlun is in mortgage status. The other owner is Hamburg commercial bank. As of the benchmark date of October 31, 2021, the loan balance is USD 4.44 million, and the loan period is from January 1, 2019 to December 31, 2023. The company plans to apply to the bank for mortgage cancellation after the loan is settled in February 2022. In addition, there are no other third-party rights, major disputes, litigation or arbitration involving huajunlun, and there are no judicial measures such as seizure and freezing.
Singapore Huajun Shipping Co., Ltd. is the single ship company of Huajun ship. After the sale of Huajun ship, the single ship company will stop operation and be cancelled after financial liquidation.
Company name Singapore Huajun Shipping Co., Ltd
Registration date: November 10, 2009
Registered capital: USD 11 million
Ownership structure Daxin Holding Co., Ltd. holds 51% of the shares, and luckson goup Ltd holds 49% of the shares
shares
Registered at 200 cantonment Road, Southpoint #10-01a, Singapore
089763
Main business: ship operation and leasing, ship management services, business status existence (single ship company)
Lixin certified public accountants has issued a standard unqualified audit report as of December 2020
On January 31, the total assets were 95.0701 million yuan, the total liabilities were 66.01 million yuan and the net assets were
Financial status: 29.0601 million yuan; In 2020, the operating income will be 17.3451 million yuan and the net profit will be -1.2643 million yuan.
As of October 31, 2021, the total assets of the company are 88.942 million yuan and the total liabilities are 34.99 million yuan
Million yuan, with a net asset of 53.9421 million yuan; From January to October 2021, the operating revenue was 39.5915 million yuan
The net profit is 25.8787 million yuan.
According to the asset appraisal report on the net assets project of Singapore Huajun Shipping Co., Ltd. Cgn Nuclear Technology Development Co.Ltd(000881) involved in the proposed cancellation of Singapore Huajun Shipping Co., Ltd. (zqhpbz (2021) No. 4681) issued by Beijing zhongqihua Asset Appraisal Co., Ltd, Singapore Huajun Shipping Co., Ltd. adopts the asset-based method. On the benchmark date of October 31, 2021, the book value of the total assets is 88.942 million yuan, the appraisal value is 97.0501 million yuan, the added value is 8.1081 million yuan, and the added value rate is 9.12%; The book value of total liabilities is 34.9999 million yuan, and the appraisal value is 34.9999 million yuan. There is no change in the appraisal value; The book value of net assets is 53.9421 million yuan, the appraisal value is 62.5052 million yuan, the added value is 8.1081 million yuan, and the added value rate is 15.03%.
Among them, the original book value of huajunlun and its ballast water management system (bwms) is 200200963.49 yuan, the net book value is 137055451.06 yuan, the provision for impairment is 54096540.25 yuan, the net value is 82958910.81 yuan, the assessed net value is 91067000.00 yuan, the appreciation is 8108089.19 yuan, and the appreciation rate is 9.77%.
(III) Huahai ship
Huahai ship (ship registration No.: 9569255) was built in 2012. It is a super flexible bulk carrier. The ship has good daily maintenance and is currently in normal use. The ship was overhauled in April 2020 and passed the certificate renewal special inspection of China Classification Society in April 2020. The new classification certificate is valid until April 23, 2025.
Huahai ship has repaid all the mortgage loans and is currently going through the mortgage cancellation procedures. In addition, there are no other third-party rights, major disputes, litigation or arbitration involving Huahai ship, and there are no judicial measures such as seizure and freezing.
Singapore Huahai Shipping Co., Ltd. is the single ship company of Huahai ship. After the sale of Huahai ship, the single ship company will stop operation and be cancelled after financial liquidation.
Company name: Singapore Huahai Shipping Co., Ltd
Registration date: December 3, 2009
Registered capital: USD 10 million
Ownership structure Daxin Holding Co., Ltd. holds 75% of the shares and Maxwell Shipping Co., Ltd. holds 25% of the shares
Registered at 200 cantonment Road, Southpoint #10-01a, Singapore
089763
Main business: ship operation and leasing, ship management services
Existence of business status (single ship company)
Lixin Certified Public Accountants issued a standard unqualified audit report. As of December 31, 2020, the total assets were 91.338 million yuan, the total liabilities were 79.3096 million yuan, and the net assets were 12.0284 million yuan; In 2020, the operating income will be 18.1233 million yuan and the net profit will be -484800 yuan.
As of October 31, 2021, the total assets of the company are 84.9827 million yuan, the total liabilities are 40.1451 million yuan, and the net assets are 44.8375 million yuan; From January to October 2021, the company realized an operating revenue of 46.6759 million yuan and a net profit of 33.5729 million yuan.
According to the asset appraisal report on the net assets project of Singapore Huahai Shipping Co., Ltd. Cgn Nuclear Technology Development Co.Ltd(000881) involved in the proposed cancellation of Singapore Huahai Shipping Co., Ltd. (zqhpbz (2021) No. 4683) issued by Beijing zhongqihua Asset Appraisal Co., Ltd, Singapore Huahai Shipping Co., Ltd. adopts the asset-based method. On the benchmark date of October 31, 2021, the book value of the total assets is 84.9827 million yuan, the appraisal value is 99.1506 million yuan, the added value is 14.1679 million yuan, and the added value rate is 16.67%; The book value of total liabilities is 40.1451 million yuan, and the appraisal value is 40.1451 million yuan. There is no change in the appraisal value; The book value of net assets is 44.8376 million yuan, the appraisal value is 59.0055 million yuan, the added value is 14.1679 million yuan, and the added value rate is 31.60%.
Among them, the original book value of Huahai ship and its ballast water management system (bwms) is 196362840.59 yuan, the net book value is 143162521.89 yuan, the provision for impairment is 59744461.52 yuan, and the net amount is 83418060.36 yuan. The assessed net value is 97586000.00 yuan, with a value-added of 14167939.64 yuan and a value-added rate of 16.98%.
(IV) China Merchant Shipping
Huashang ship (ship registration No.: 9569279) was built in 2011 and is a super flexible bulk carrier. The daily maintenance is good and is currently in normal use. The ship was overhauled in May 2020 and passed the 10-year special inspection of China Classification Society in May 2020. The new classification certificate is valid until July 3, 2025.
The Chinese merchant ship is in the state of mortgage, and the other obligee is Hamburg commercial bank. Evaluation benchmark
