Securities code: 300490 securities abbreviation: Hnac Technology Co.Ltd(300490) No.: 2022-006
Hnac Technology Co.Ltd(300490)
Announcement on diluting the immediate return and taking filling measures by issuing convertible corporate bonds to unspecified objects
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
According to the opinions of the general office of the State Council on Further Strengthening the protection of the legitimate rights and interests of small and medium-sized investors in the capital market (GBF [2013] No. 110) The provisions of several opinions of the State Council on further promoting the healthy development of the capital market (GF [2014] No. 17) and the guiding opinions on matters related to initial public offering, refinancing and dilution of immediate return for major asset restructuring (CSRC announcement [2015] No. 31) issued by the CSRC and other relevant documents, in order to protect the interests of small and medium-sized investors, Hnac Technology Co.Ltd(300490) (hereinafter referred to as “the company”) has carefully analyzed the impact of the issuance of convertible bonds to unspecified objects on the dilution of the company’s immediate return, put forward specific measures to fill the return, and the relevant subjects have also made a commitment to the practical implementation of the company’s measures to fill the return. The details are as follows:
1、 The impact of diluted immediate return of convertible bonds issued to unspecified objects on the company’s main financial indicators
(I) main assumptions and preconditions
1. No major changes have taken place in the macroeconomic environment, industrial policies and industrial development;
2. The impact on the company’s production and operation and financial status (such as financial expenses and investment income) after the funds raised by this issuance are received will not be considered. The impact of bank interest generated before the raised funds are utilized and the interest expense of this convertible bond will not be considered;
3. The issuance is assumed to be completed in June 2022, and it is assumed that all shares will be converted and all shares will not be converted on December 31, 2022. The above-mentioned issuance quantity, the time for the completion of the issuance plan and the time for the completion of the share conversion are only estimates, and the final time shall be subject to the actual time for the completion of the issuance after the issuance and listing of Shenzhen stock exchange is approved and reported to the CSRC for approval and registration, and the time for the holders of convertible bonds to actually complete the share conversion;
4. It is assumed that the total amount of funds raised in this convertible bond issuance is RMB 1 million, and the relevant issuance expenses are not considered. The actual amount of funds raised from the issuance of convertible corporate bonds will be finally determined according to the approval of the regulatory authorities, issuance and subscription, issuance expenses, etc;
5. Assuming that the conversion price of this convertible bond is 21.29 yuan / share (the price is the higher of the average transaction price of the board of directors in the first 20 trading days and the average transaction price of the previous trading day), the conversion price is only used to calculate the impact of the diluted spot return of this convertible corporate bond issuance on the main financial indicators, and does not constitute a numerical prediction of the actual conversion price;
6. It is assumed that the impact of cash dividends on net assets in 2022 will not be considered;
7. In 2020, the net profit attributable to shareholders of the parent company before non deduction was 30.0607 million yuan, and the net profit attributable to shareholders of the parent company after non deduction was 17.1382 million yuan. It is assumed that the net profit attributable to the shareholders of the parent company before and after deduction in 2021 and 2022 is calculated by no growth, 20% and 40% respectively compared with 2020; 8. The company issued 10 million shares in June 2022. Regardless of the issuance cost, the total amount of funds raised was 1 billion yuan;
9. It is assumed that except for this issuance, the company will not carry out other acts that will have an impact or potential impact on the total share capital of the company;
10. Owner’s equity attributable to the parent company on December 31, 2021 = owner’s equity attributable to the parent company at the beginning of 2021 + net profit attributable to the parent company in 2021 – cash dividend amount of the current period;
The above assumptions and the situation of the company’s main financial indicators before and after the issuance are only to calculate the impact of the diluted immediate return of the issuance on the company’s main financial indicators, do not represent the company’s judgment on the business situation and trend in 2021 and 2022, do not constitute the company’s profit forecast and profit distribution forecast, and investors should not make investment decisions accordingly, The company shall not be liable for any loss caused by the investor’s investment decision. (II) impact of this issuance on main financial indicators
Based on the above assumptions, the impact of diluting the immediate return of convertible bonds issued to unspecified objects on the company’s main financial indicators is as follows:
Project year 2021 / year 2021 / year 2022 / December 31, 2022
On December 31, all shares were not converted into shares
Total share capital (10000 shares) 32782.44 37478.84
Assumption 1: the net profit attributable to the shareholders of the parent company before and after non deduction in 2021 has no increase compared with 2020, and the net profit attributable to the shareholders of the parent company before and after non deduction in 2022 has no increase compared with 2020
The net profit of 3006.07 3006.07 3006.07 attributable to the parent company in the current period (10000 yuan) belongs to the parent company in the current period
Net profit after deducting non recurring profit and loss of 1713.82 (10000 yuan)
174787.05 192814.44 192814.44 owner’s equity attributable to the parent company at the beginning of the period (10000 yuan)
Project year 2021 / year 2021 / year 2022 / December 31, 2022
On December 31, all shares were not converted into shares
192814.44 195820.52 280286.86 owner’s equity attributable to the parent company at the end of the period (10000 yuan)
Basic earnings per share (yuan / share) 0.09 0.09 0.09
Earnings per share after deducting non recurring gains and losses (yuan / share)
Net assets per share (yuan) 5.88 5.97 7.48
Assumption 2: the net profit attributable to the owners of the parent company before and after deduction in 2021 is 20% higher than that in 2020, and the net profit attributable to the shareholders of the parent company before and after deduction in 2022 is 20% higher than that in 2020
The net profit of 3607.29 4328.75 4328.75 attributable to the parent company in the current period (10000 yuan) belongs to the parent company in the current period
Net profit after deducting non recurring profit and loss of 2056.58 2467.90 2467.90 (10000 yuan)
174787.05 193415.66 193415.66 owner’s equity attributable to the parent company at the beginning of the period (10000 yuan)
193415.66 197744.40 282210.75 owner’s equity attributable to the parent company at the end of the period (10000 yuan)
Basic earnings per share (yuan / share) 0.13 0.13 0.12
0.08 0.08 0.07 earnings per share after deducting non recurring profits and losses (yuan / share)
Net assets per share (yuan) 5.90 6.03 7.53
Assumption 3: the net profit attributable to the owners of the parent company before and after non deduction in 2021 is 40% higher than that in 2020, and the net profit attributable to the shareholders of the parent company before and after non deduction in 2022 is 40% higher than that in 2020
The net profit of 4208.50 5891.90 5891.90 attributable to the parent company in the current period (10000 yuan) belongs to the parent company in the current period
Net profit after deducting non recurring profit and loss of 2399.35 3359.09 3359.09 (RMB 10000)
174787.05 194016.87 194016.87 owner’s equity attributable to the parent company at the beginning of the period (10000 yuan)
Owner’s equity attributable to the parent company at the end of the period 194016.87 199908.78 284375.12 (10000 yuan)
Basic earnings per share (yuan / share) 0.15 0.18 0.17
0.09 0.10 0.10 earnings per share after deducting non recurring gains and losses (yuan / share)
Net assets per share (yuan) 5.92 6.10 7.59
Note: 1. When predicting the net assets of the company after issuance, the impact of other factors other than the raised funds and net profits on the net assets is not considered;
2. The basic earnings per share and diluted earnings per share are calculated in accordance with the relevant provisions of the rules for the preparation of information disclosure of companies offering securities to the public No. 9 – Calculation and disclosure of return on net assets and earnings per share (revised in 2010);
3. The above table assumes that the impact of convertible bonds issued by the company in 2021 on the owner’s equity of the company is not considered.
2、 Risk tips for diluting the immediate return of this issuance of convertible bonds to unspecified objects
After the issuance of convertible bonds and before the conversion, the company shall pay interest on the convertible bonds that have not been converted according to the pre agreed coupon rate. If the profit growth brought by the use of the raised funds of convertible bonds cannot cover the bond interest that needs to be paid on the convertible bonds, the immediate return of the company’s common shareholders may be diluted. After some or all of the convertible corporate bonds held by investors are converted into shares, the total share capital and net assets of the company will increase to a certain extent, which will dilute the shareholding proportion of the original shareholders and the earnings per share of the company. In addition, the convertible corporate bonds issued this time have a downward correction clause for the conversion price. When this clause is triggered, the company may apply for downward correction of the conversion price, resulting in an increase in the total amount of capital stock added due to the conversion of convertible corporate bonds, So as to expand the potential dilution effect of the conversion of convertible corporate bonds issued to unspecified objects on the original ordinary shareholders of the company. After the company issues convertible corporate bonds to unspecified objects, there is a risk that the immediate return will be diluted. Please pay attention to the majority of investors and pay attention to the investment risk.
3、 Necessity and rationality of issuing convertible bonds to unspecified objects
The total amount of funds raised from the issuance of convertible corporate bonds to unspecified objects does not exceed RMB 1 million (including this amount), which will be used for the following items after deducting the issuance expenses:
Unit: 10000 yuan
No. project name total investment of the project to be invested in raised funds
1. Acquisition of 96.20% equity of Chengbu shanneng 6616.65 6000.00
2 energy storage power station construction project 89784.18 55000.00
2-1 construction of Chengbu Rulin 100MW / 200mwh energy storage power station 46418.07 15000.00
2-2 construction of 100MW / 200mwh energy storage power station 43366.11 40000.00 in Guidong County
3 Industrial Park “photovoltaic + energy storage” integration project 10800.00 9000.00
4 supplement
