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宏创控股: 中联资产评估集团有限公司关于关于《山东宏创铝业控股股份有限公司关于关于山东宏创铝业控股股份有限公司发行股份购买资产申请的审核问询函(审核函〔2025〕130009号)之反馈意见回复》资产评估相关问题答复之核查意见(修订稿)

Core Viewpoint - Shandong Hongchuang Aluminum Industry Holdings Co., Ltd. is responding to the Shenzhen Stock Exchange's inquiry regarding its asset purchase application, highlighting the valuation methods and results of its assets, which indicate significant appreciation in value. Asset Valuation Summary - The transaction employs both asset-based and income approaches for asset valuation, with the asset-based approach concluding a total equity value of 63.518 billion yuan, reflecting an appreciation of 20.778 billion yuan and a growth rate of 48.62% [1][2]. - The assessed assets include 43 subsidiaries, with 39 wholly-owned, 2 controlled, and 2 affiliated companies. Valuation for wholly-owned and controlling subsidiaries is based on net asset values multiplied by ownership percentages, while affiliated companies are valued based on their reported net assets [1][2]. - The primary sources of asset appreciation are inventory, fixed assets, construction in progress, and land use rights. Inventory valuation increases are attributed to profit considerations in semi-finished products, while fixed asset appreciation is due to rising replacement costs and longer economic lifespans compared to accounting depreciation [1][2][3]. - The transaction's price-to-earnings ratio is 3.49, lower than the industry average of 10.61 and comparable transaction average of 18.35, while the price-to-book ratio is 1.49, similar to the industry average of 1.52 [1][2]. Detailed Asset Assessment - The valuation of major asset categories under the asset-based approach shows significant increases, with total asset appreciation amounting to 19.81395 billion yuan, representing 95.36% of the total asset appreciation [1][2][3]. - Specific asset categories and their valuation methods include: - Inventory: Valued using replacement cost method, resulting in an increase of 800.49 million yuan [1][2][3]. - Fixed Assets: Valued using replacement cost method, leading to an increase of 6.7102857 billion yuan [1][2][3]. - Land Use Rights: Valued using market comparison and cost approach, resulting in an increase of 3.6277185 billion yuan [1][2][3]. - Construction in Progress: Valued considering reasonable financing costs, contributing to overall asset appreciation [1][2][3]. Subsidiary Performance - The subsidiaries engaged in electrolytic aluminum, alumina, and aluminum deep processing hold significant operational assets, leading to higher valuation increases compared to trading or under-construction subsidiaries [1][2][3]. - The top ten subsidiaries account for 89.21% of the total asset appreciation, with a combined increase of 18.536 billion yuan [1][2][3].