Securities Times reporter Xing Yun

　　Mubang Hi-Tech (603398) disclosed a major asset restructuring plan on the evening of February 15. The company plans to pay cash to acquire 100% equity of Inner Mongolia Haoan Energy Technology Co., Ltd. (hereinafter referred to as "Haoan Energy") jointly held by Zhang Zhongan and Yu Jumei. The price is tentatively set at 1.1 billion yuan.

After the transaction is completed, the company's main business will increase the research and development, production and sales of photovoltaic silicon wafers and silicon rods.

　　At the same time, the company plans to raise no more than 2.415 billion yuan to acquire 100% equity of Haoan Energy, 10,000 tons/year intelligent silicon purification and recycling project and supplement working capital.

　　Before this transaction, Zhang Zhongan held 90% of Haoan Energy; Yu Jumei held 10% of Haoan Energy, and the two were husband and wife.

After the transaction is completed, Haoan Energy will become a wholly-owned subsidiary of the listed company.

　　Haoan Energy was established on January 17, 2019 with a registered capital of 50 million yuan. It is a high-tech enterprise whose main business is the research and development, production and sales of photovoltaic silicon wafers and silicon rods.

　　Haoan Energy's main operating site covers an area of ​​about 150,000 square meters and has about 400 employees. It was officially put into operation in July 2019. A 1.5GW monocrystalline silicon rod project has been completed. The main products are solar monocrystalline silicon wafers, silicon Rods, etc., among which solar monocrystalline silicon wafers are the main ones. The main specifications of solar monocrystalline silicon wafers are 166mm, 182mm and 210mm.

　　The main customers of Haoan Energy are Jiangsu Shunfeng New Energy Technology Co., Ltd., Hunan Red Sun New Energy Technology Co., Ltd., Jiangsu Runyang Yueda Photovoltaic Technology Co., Ltd., Shanxi Lu'an Solar Technology Co., Ltd., Jinzhai Jiayue New Energy Technology Co., Ltd. , A New Energy Technology (Quzhou) Co., Ltd., etc.

　　In 2021, Haoan Energy's unaudited operating income was 826 million yuan and net profit was 104 million yuan.

Zhang Zhongan and Yu Jumei promised that the three-year net profit of Haoan Energy from 2022 to 2024 (the lower before and after deducting non-recurring gains and losses) should not be less than 140 million yuan, 160 million yuan, and 180 million yuan respectively.

　　According to the announcement, the transaction consideration of the subject assets of this transaction was initially determined to be 1.1 billion yuan. In addition, the fair value of the identifiable net assets of the subject company was relatively small. After the completion of this transaction, the amount of goodwill formed by the company was relatively large.

　　Mubang Hi-Tech said that at present, photovoltaic companies in the industry have formed two silicon wafer size camps of 182mm and 210mm.

According to the information disclosed by the China Photovoltaic Industry Association, the large-size silicon wafers of 182mm and 210mm accounted for only 4.5% in 2020, but their market share will increase rapidly in 2021, and will become the absolute mainstream of the industry in the next three years, achieving high efficiency in the industry. Replacement of old capacity by capacity.

　　In addition, Mubang Hi-Tech also disclosed a fixed increase plan to raise 2.415 billion yuan.

In order to expand the company's main business scope, create a dual main business model of "educational toy industry + photovoltaic industry", and cultivate new profit growth points, the company plans to use the above-mentioned raised funds to acquire 100% equity of Haoan Energy and invest in silicon purification cycle Use the project.

　　The target of this private increase is no more than 35 specific targets. The company's actual controller, controlling shareholder, directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares and their respective controlled companies do not participate in the subscription.

　　The 715 million yuan of the above-mentioned raised funds will be used for the 10,000-ton/year intelligent silicon purification and recycling project.

The construction period of the project is 2 years, and the project is located in Tumoteyou Banner, Baotou City, Inner Mongolia.