Securities code: 601127 securities abbreviation: Chongqing Sokon Industry Group Stock Co.Ltd(601127) Announcement No.: 2022-014
Bond Code: 113016 bond abbreviation: Xiaokang convertible bond
Chongqing Sokon Industry Group Stock Co.Ltd(601127)
Diluted immediate return and filling measures for non-public issuance of a shares
Announcement of commitments of relevant subjects
The board of supervisors and all supervisors 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.
Chongqing Sokon Industry Group Stock Co.Ltd(601127) (hereinafter referred to as "the company") the proposal of non-public offering of A-Shares in 2022 has been deliberated and adopted at the 23rd Meeting of the Fourth Board of directors held on January 26, 2022. The company hereby makes the following commitments on the non-public offering of a shares:
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) In order to protect the interests of small and medium-sized investors, The company analyzed the impact of the non-public offering of shares on the dilution of immediate return, and put forward specific measures to fill the return, and the relevant subjects also made a commitment to the practical implementation of the company's measures to fill the return. The details are as follows: first, the impact of the diluted immediate return of this non-public offering on the company's main financial indicators
The number of shares in this non-public offering of the company does not exceed 163191889 (including this number), and does not exceed 12% of the total share capital before the issuance. The company has made relevant calculation on the impact of this non-public offering on the company's main financial indicators in the year of issuance. The specific calculation process is as follows:
(I) assumptions for calculation
1. Assuming that the issuance is completed at the end of June 2022, the completion time is only an estimate, and the final time shall be subject to the actual completion time of the issuance.
2. It is assumed that the number of shares issued this time is 163191889 (including this number). This assumption is only used to calculate the impact of this issuance on the company's earnings per share, and does not represent the company's judgment on the actual completion time of this issuance and the number of shares issued. Finally, the actual completion time and the number of shares issued approved by the CSRC shall prevail;
3. Assuming that there are no major adverse changes in the macroeconomic environment and securities industry, and there are no major adverse changes in the company's business environment;
4. The impact on the company's production and operation and financial status (such as financial expenses and benefits from the investment projects of raised funds) after the arrival of the funds raised in this issuance is not considered.
5. The impact of other factors other than the number of shares in this non-public offering on the share capital is not considered.
6. It is assumed that the net profit attributable to the shareholders of the listed company in 2021 and the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses are the same as those in 2020. This assumption analysis does not represent the company's judgment on the operation and trend in 2021, nor does it constitute the company's profit forecast.
Assuming that the net profit attributable to the shareholders of the parent company in 2022 is calculated according to the following three situations: (1) 30% lower than that in 2021; (2) Flat compared with 2021; (3) 30% higher than that in 2021; This assumption is only used to calculate the impact of the diluted immediate return of A-Shares issued this time on the main financial indicators. It does not represent the company's judgment on the business situation and trend in 2021 and 2022, nor does it constitute a profit forecast for the company. Investors should not make investment decisions based on it. If investors make investment decisions based on it, the company will not be liable for compensation. (II) impact on the company's earnings per share
On the premise of the above assumptions, the impact of this issuance on the company's main financial indicators is calculated as follows:
Project year 2021 / year 2021 / year 2022 / December 31, 2022
Before and after the offering on December 31
Common stock capital (shares): 1359932415 1359932415 1523124304
Scenario 1 net profit attributable to shareholders of Listed Companies in 2022 and 2021 decreased by 30%
Project year 2021 / year 2021 / year 2022 / December 31, 2022
Before and after the offering on December 31
Net profit attributable to shareholders of listed company - 172859.12 - 224716.85 - 224716.85 (10000 yuan) after deducting non recurring profit and loss
Net profit attributable to shareholders of listed company -230815.47 -300060.11 -300060.11 (10000 yuan)
Basic earnings per share (yuan) -1.49 -1.65 -1.56
Basic earnings per share (yuan) (after deducting -2.00 -2.21 -2.08)
Diluted earnings per share (yuan) -1.49 -1.65 -1.56
Diluted earnings per share (yuan) (after deducting -2.00 -2.21 -2.08)
Scenario 2 the net profit attributable to shareholders of Listed Companies in 2022 is the same as that in 2021
Net profit attributable to shareholders of listed company - 172859.12 - 172859.12 - 172859.12 (10000 yuan) after deducting non recurring profit and loss
Net profit attributable to shareholders of listed company -230815.47 -230815.47 -230815.47 (10000 yuan)
Basic earnings per share (yuan) -1.49 -1.27 -1.20
Basic earnings per share (yuan) -2.00 -1.70 -1.60 (after deduction)
Diluted earnings per share (yuan) -1.49 -1.27 -1.20
Diluted earnings per share (yuan) -2.00 -1.70 -1.60 (after deduction)
Scenario 3 net profit attributable to shareholders of Listed Companies in 2022 and 2021 increased by 30%
Net profit attributable to shareholders of listed company -172859.12 -121001.38 -121001.38 (ten thousand yuan) after deducting non recurring profit and loss
Net profit attributable to shareholders of listed company -230815.47 -161570.83 -161570.83 (10000 yuan)
Basic earnings per share (yuan) -1.49 -0.89 -0.84
Basic earnings per share (yuan) -2.00 -1.19 -1.12 (after deduction)
Diluted earnings per share (yuan) -1.49 -0.89 -0.84
Diluted earnings per share (yuan) -2.00 -1.19 -1.12 (after deduction of Non Profits) Note: the basic earnings per share and diluted earnings per share are prepared in accordance with the preparation rules for information disclosure of companies offering securities to the public No. 9 - Calculation and disclosure of return on net assets and earnings per share.
(III) risk tips on diluted immediate return of non-public offering of shares
After this non-public offering, the company's share capital scale has expanded compared with that before the issuance, and the company's net asset scale will increase accordingly with the funds raised in place. As the implementation and transformation of the investment projects with raised funds into the profitability of the company will take a certain time, the shareholder return will still be realized through the existing business in the short term. Due to the company's loss in 2020, if the 2020 profit data is used as the calculation basis, this issuance will reduce the loss per share of the company. However, with the improvement of the company's operation and the gradual realization of profit, this issuance still has the possibility of diluting the immediate return, and the company has the risk of diluting the immediate return due to this issuance. 2、 Explanation on the necessity and rationality of the non-public offering (I) the non-public offering conforms to the national industrial policy and helps to improve profitability, competitiveness and sustainable development
The development plan for the new energy vehicle industry deliberated and adopted by the executive meeting of the State Council in October 2020 pointed out that we should support the deep integration of new energy vehicles with energy, transportation, information and communication industries, and promote the mutual integration and coordinated development of electrification, networking and intelligent technologies; Increase policy support for the use of new energy vehicles in public services; From 2021, the national ecological civilization pilot zone and key areas of air pollution prevention and control will add or update public domain vehicles such as public transport, leasing and logistics distribution, and the proportion of new energy vehicles will not be less than 80%. According to the data of China Automobile Industry Association (CAAM), the sales volume of Shanxi Guoxin Energy Corporation Limited(600617) vehicles in 2019 was 1.206 million, with a penetration rate of only 4.68%, which is far from the target that the sales volume of Shanxi Guoxin Energy Corporation Limited(600617) vehicles accounted for 25%. In 2020, under the influence of the epidemic, the sales volume of Shanxi Guoxin Energy Corporation Limited(600617) vehicles will still reach 1366000. In November 2021, the total sales volume of new energy vehicles increased by 121.1% year-on-year to 450000; The output reached 457000, a year-on-year increase of 127.8%. The long-term growth trend of new energy vehicles is clear, and the development of the industry is in an important period of strategic opportunities. Since 2020, the state has successively issued a number of important policies and measures, including the extension of purchase subsidy and exemption from purchase tax for two years and the gradual decline of subsidies, to continue to support the development of Shanxi Guoxin Energy Corporation Limited(600617) vehicles. At the same time, Shanghai, Guangzhou, Shenzhen, Jiangsu and other places will further promote the consumption of new energy vehicles by providing purchase subsidies, charging subsidies and issuing new energy licenses. With the application of 5g commercial technology and the increasingly strict requirements of environmental protection governance, driven by new technologies and new models, China's automobile industry has entered a critical period of transformation and upgrading. China's automobile industry is in a critical period of changing the development mode, optimizing the industrial structure, transforming the growth power, and changing from high-speed growth to high-quality development. The electrification, networking and intellectualization of automobiles are reshaping the industrial pattern. Class a-c models can cope with different product positioning and meet different consumer needs; The platform can also greatly improve the sharing rate and development efficiency of new energy vehicle parts, reduce costs and improve the overall profitability of the company. The company has mastered the core technology of electric vehicles, Liangjiang factory has been put into operation, and nearly 50 international brand supporting suppliers of key core parts have been introduced. The AITO brand of high-end intelligent electric vehicles has also been officially released. In order to grasp the development opportunities of the industry, the company continues to increase its business scale and investment in the research and development of new energy vehicle products, and the demand for funds increases accordingly. The company plans to raise funds through this non-public offering of shares to improve its capital strength, which will help to improve its profitability, enhance its competitiveness and sustainable development ability. (II) the non-public offering will help optimize the capital structure, reduce the asset liability ratio and enhance the ability to resist risks
As of September 30, 2021, the asset liability ratio of the company's consolidated statements is 74.75%, which is at a high level in the industry. With the continuous growth of the company's business scale and the significant increase of capital demand, it is necessary for the company to supplement funds through equity financing, optimize the capital structure, reduce the asset liability ratio, improve the current ratio and enhance the company's anti risk ability. 3、 The relationship between the investment project of the raised funds and the existing business of the company
The company is a comprehensive automobile manufacturing enterprise integrating R & D, manufacturing, sales and service of passenger cars, commercial vehicles, powertrain and other auto parts, with a perfect R & D, supply, manufacturing and sales system. The company has AITO, seres, Fengguang, Dongfeng Xiaokang, Ruichi and other vehicle brands, and its main business includes vehicle products, powertrain and auto parts. The electric vehicle development and product platform technology upgrading project in the fund-raising investment project is the research and development direction and trend of new energy electric passenger vehicles, with high technical content and large market growth space. The fund-raising investment project has improved the products, technology and production of the company's new energy electric passenger vehicles
