据驰宏锌锗公告，公司拟以现金约10.92亿元收购云铜集团和云铜锌业分别持有的青海鸿鑫65%、35%股权，收购完成后，公司将直接持有青海鸿鑫100%股权。青海鸿鑫拥有的核心资产为货币资金4.42亿元以及1个采矿权和2个探矿权。① Company sources said: Judging from the recent performance level of the target company, it is estimated that the annual net profit is about 150 million to 200 million yuan. ② In addition to Qinghai Hongxin, which has already started the injection process, the injections of Jinding Zinc Industry and Yuntong Zinc Industry have been postponed.
Financial News Agency, December 26 (Reporter Liang Xiangcai) - Chihong Zinc-Germanium (600497.SH) has taken another step forward in the process of buying over 1 billion yuan of mines. According to the announcement on December 25, it has now completed the filing of a state-owned assets assessment project.
“The company has abundant cash flow and a relatively low balance ratio, and is able to pay transaction consideration. Judging from the recent performance level of the target company, under normal circumstances, it is estimated that the annual net profit is about 150 million to 200 million yuan, and the net profit for three consecutive years is also about 500 million yuan.” The Finance Association reporter learned from the company as an investor.
According to the announcement of Chihong Zinc and Germanium, the company plans to use about 1,092 million yuan in cash to acquire 65% and 35% of Qinghai Hongxin's shares held by Yuntong Group and Yuntong Zinc, respectively. After the acquisition is completed, the company will directly hold 100% of Qinghai Hongxin's shares. The core assets owned by Qinghai Hongxin include monetary capital of 442 million yuan, 1 mining right and 2 prospecting rights.
Regarding this acquisition, Chihong Zinc and Germanium stated that the purpose was to effectively resolve the interbank competition between the company and the indirect controlling shareholder China Alcoa Group and China Copper. In this transaction, the assessed value of the total equity of Qinghai Hongxin shareholders was about 1,092 million yuan, the value-added amount was about 357 million yuan, and the value-added rate was 48.47%.
A financial news agency reporter looked through Qinghai Hongxin's relevant evaluation reports and found that among all asset evaluation details, the “intangible asset” with the highest added value and value-added rate was 284 million yuan and 625.31%, respectively. In other words, Chihong Zinc and Germanium have high expectations for the mining and prospecting rights acquired by Qinghai Hongxin.
People related to Chihong Zinc and Germanium told reporters consulting as investors that the company's current acquisition method and premium rate did not meet the trigger point of the performance promise, and that Qinghai Hongxin's existing mining rights and two prospecting rights guarantee future continuous operation capabilities.
It should be noted that in addition to Qinghai Hongxin, there are two companies that have yet to inject assets. According to Chihong Zinc and Germanium on the investor interactive platform, according to promises issued by China Alcoa Group and China Copper to avoid competition among peers, after meeting the relevant conditions, the asset loading of Jinding Zinc, Qinghai Hongxin, and Yuntong and Zinc will be completed by January 2024.
Among the three assets mentioned above, what investors are looking forward to the most is Jinding Zinc. According to reports, the Lanping lead-zinc mine owned by Jinding Zinc is the second largest lead-zinc mine in China, with a resource reserve of 10 million tons. It is expected that a large-scale mine of over 200,000 tons/year will be built in the future.
In fact, with the exception of Qinghai Hongxin, which has already started the injection process, the injections of the other two companies have been postponed. According to the announcement of Chihong Zinc and Germanium on December 20, the company plans to sign “Share Custody Agreements” with the indirect controlling shareholder China Copper, the controlling shareholder Yunnan Metallurgical, and the related party Yuntong Group to manage the 78.4% shares, 1.2% shares, and 20.4% shares of Jinding Zinc held by China Copper, Yuntong Group, and Yunnan Metallurgy respectively; the 81.12% shares of Yuntong Group are held by Yuntong Group. The trusteeship period is 5 years, and the custody fee is 1 million yuan/year.
It should be noted that the current acquisition of Chihong Zinc and Germanium still needs to be submitted to the company's 2024 First Extraordinary General Meeting of Shareholders for review and approval before it can be implemented. There is still uncertainty about this acquisition.
