Anfu Technology(SH:603031) Zheng Quan Zhi Xing·2025-06-19 14:25Core Viewpoint - The company, Anhui Anfu Battery Technology Co., Ltd., is responding to an inquiry from the Shanghai Stock Exchange regarding its asset acquisition and fundraising activities, specifically focusing on the evaluation of identifiable assets and goodwill recognition during its merger with Yajing Technology [1][2]. Group 1: Previous Restructuring - The company acquired 51% of Yajing Technology through its subsidiary Anfu Energy, recognizing goodwill of 2.906 billion yuan [1]. - The transaction counterparties committed to Yajing Technology's net profits from 2022 to 2024, with targets of 616.37 million yuan, 657.46 million yuan, and 698.56 million yuan respectively [1]. - The inquiry requests clarification on the identification of identifiable assets during the merger, the accuracy of goodwill recognition, and the cash flow reporting related to the acquisition [1][2]. Group 2: Asset Evaluation - The company engaged Zhonglian Guoxin to assess Yajing Technology's identifiable net assets as of January 31, 2022, with the fair value of identifiable assets including trademarks valued at 353.28 million yuan and patents at 48.02 million yuan [3][4]. - The assessment concluded that the company had fully identified the identifiable assets, including trademarks and patents, while long-term customer contracts could not be reliably measured and thus were not recognized [4][5]. - The fair value allocation of the merger consideration was based on the evaluation report, confirming the accuracy of the goodwill amount [5][6]. Group 3: Financial Projections - The revenue forecast for Nanfeng Battery, a subsidiary, shows projected revenues increasing from 3.384 billion yuan in 2023 to 5.159 billion yuan in 2026, with net profits expected to rise from 599.78 million yuan to 1.006 billion yuan over the same period [6][7]. - The profit-sharing rate for trademarks was determined to be 4.82%, while the profit-sharing rate for patents was calculated at 1.46% based on various factors including market conditions and technological advancements [8][9]. - The assessment of intangible assets included a detailed analysis of the economic lifespan of trademarks and patents, with the trademark's revenue expected to be perpetual and the patent's revenue projected until the end of 2031 [9][10].