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佛塑科技: 佛山佛塑科技集团股份有限公司关于佛山佛塑科技集团股份有限公司发行股份购买资产并募集配套资金申请的审核问询函的回复(修订稿)

Core Viewpoint - Foshan Fospower Technology Group Co., Ltd. plans to acquire 100% of Hebei Jinli New Energy Technology Co., Ltd. to enter the lithium battery separator market, enhancing its position in the polymer film materials sector and addressing the growing demand in the new energy field [1][10][13]. Group 1: Transaction Rationale - The acquisition allows the company to leverage synergies in the polymer film materials industry, as both companies operate in similar sectors, enhancing supply chain stability and reducing procurement costs [10][14]. - The target company has faced losses due to high depreciation costs from new production lines and increased financial expenses, but it is expected to return to profitability in 2025 [22][23]. - The transaction aligns with national policies promoting mergers and acquisitions to enhance industrial integration and efficiency [10][12]. Group 2: Financial Performance of Target Company - In 2024, the target company reported a revenue of approximately 2.64 billion yuan, with a net loss of about 91.44 million yuan, primarily due to increased depreciation and financial costs [22][24]. - The gross margin decreased from 37.72% in 2023 to 21.85% in 2024, reflecting the impact of rising costs and operational challenges [22][24]. - The target company has shown signs of recovery, achieving profitability in the first half of 2025, supported by stable customer resources and strong technical capabilities [23][24]. Group 3: Market Demand and Supply Dynamics - The global lithium battery market is projected to grow significantly, with a forecasted output of 1,545.1 GWh in 2024, representing a year-on-year increase of 28.5% [24][26]. - The demand for lithium battery separators is expected to rise, driven by the growth of electric vehicles and renewable energy storage solutions [25][26]. - The industry is characterized by high entry barriers, with established players maintaining high capacity utilization rates, leading to improved supply-demand dynamics [27]. Group 4: Integration and Management Plans - Post-acquisition, the target company will operate as a subsidiary, with plans for integrated management to ensure operational stability and enhance competitive advantages [19][21]. - The company will implement a unified financial management system to optimize resource allocation and improve operational efficiency [19][20]. - The integration strategy includes maintaining the target company's existing management structure while enhancing collaboration in R&D and production processes [19][21].