Event description
1) the company intends to purchase 52.8% and 47.2% shares of Sinochem Blue Sky from Sinochem Group and Sinochem Asset issuance shares. The transaction price of Sinochem Blue Sky is 7.24 billion yuan, the issue price is 37.07 yuan per share, and the listed company will issue 195 million additional shares. After the offering (excluding the offering), the shareholding of China Haohua decreased from 64.8% to 53.3%, and that of Sinochem and Sinochem assets were 9.3% and 8.3%, respectively. 2) the company intends to issue no more than 7.24 billion yuan of matching funds to no more than 35 qualified specific investors, including foreign trade trust and Sinochem Capital Venture Capital. It is used for projects such as "new 200,000 tons / year PVDF project", "200,000 tons / year lithium ion battery electrolyte project (phase I)", "annual output of 19000 tons of VDF, 15000 tons of PVDF and supporting 36000 tons of HCFC-142b raw materials project (phase II)", as well as supplement liquidity or repay debts.
Event comment
The asset-based method and income method are used in this evaluation. Sinochem Blue Sky's total shareholder equity as of December 31, 2022 is valued at 8.56 billion yuan, and the owner's equity after deducting perpetual debt is 8.26 billion yuan. In view of the fact that Sinochem Blue Sky announced a profit distribution of 1.02 billion yuan to shareholders after the evaluation benchmark, the final transaction price was 7.24 billion yuan. The net profit attributable to Sinochem Lantian in 2021, 2022 and 2023Q1 is 5.5,8.2 and 90 million yuan respectively, and the promised net profit from 2023 to 2026 (excluding patents and other intangible assets priced by income method) is 1.3,2.9,4.4 and 630 million yuan respectively. The specific year in which the commitment begins depends on the progress of the acquisition.
The target "Sinochem Blue Sky" is a fluorine chemical giant with a leading share of many products. Sinochem Blue Sky is mainly engaged in the R & D, production and sales of fluorine chemical products such as fluorine-containing lithium electrical materials, fluorocarbon chemicals, fluoropolymers and fluorine fine chemicals. Sinochem Blue Sky's main business income is mainly composed of fluorocarbon chemicals and fluorinated lithium materials, with 2023Q1 accounting for 64.9% of operating income respectively. In terms of fluorocarbon chemicals, R123 products are exclusively produced worldwide, while R134a, R125 and other products rank among the top three in the global market share, with a total production capacity of 133,000 tons per year as of 2023Q1. In terms of fluorine-containing lithium electrical materials, the company's fluorine-containing lithium electrical materials mainly include electrolyte and lithium hexafluorophosphate, with a total 2023Q1 production capacity of 56,000 tons / year. In terms of fluoropolymers, the company's fluoropolymer products are mainly PVDF, with a production capacity of 7000 tons / year as of 2023Q1. In the aspect of fluorine-containing fine chemicals, it is mainly trifluoride series products, which are mainly used as pesticides and pharmaceutical intermediates. This transaction will promote the deep integration of fluorine chemical business between listed companies and target companies, further enhance the synergy effect, give full play to the effectiveness of the capital operation platform of listed companies, and further enhance the vitality and operational efficiency of the state-owned economy. to maintain and increase the value of state-owned assets.
Raise funds to meet the company's long-term development goals. As of March 31, 2023, the total assets of listed companies' preparatory examination consolidated statements were 25.5 billion yuan, and the matching funds raised this time did not exceed 7.24 billion yuan, accounting for 28.4% of the total assets of listed companies' preparatory examination consolidated financial statements on March 31, 2023. This matching fund-raising will provide continuous support for the company's talent introduction, technology research and development, industrial chain expansion and production capacity expansion, which will help to achieve the company's long-term strategic development goals, enhance the company's operating ability and market competitiveness, and thicken the company's performance.
Investment suggestion: the company is a technology-leading new material platform enterprise, the acquisition of high-quality fluorine chemical target Sinochem Blue Sky will help its comprehensive strength, please climb another high-rise building. It is estimated that the company's 2023-2025 attributable net profit is 12.6,15.4 and 1.88 billion yuan respectively (Sinochem Blue Sky merger statement is not considered for the time being), maintaining the "buy" rating.
Risk hint
1. The risk that the acquisition progress is not as expected.
2. The macro-economic operation is not as expected.