1.51亿元关联收购，中成股份跨界储能行业

Core Viewpoint - Zhongcheng Import and Export Co., Ltd. (referred to as "Zhongcheng" or "the Company") announced a restructuring plan to acquire 100% equity of Zhongji Jiangsu Clean Energy Co., Ltd. (referred to as "Zhongji Jiangsu") for 151 million yuan, with an additional fundraising of up to 151 million yuan to support related projects and working capital [1] Group 1: Acquisition Details - The transaction involves Zhongcheng issuing shares to purchase Zhongji Jiangsu from China National Technical Import and Export Corporation (referred to as "China Technical Import and Export"), which is indirectly controlled by the Company's major shareholder, General Technology Group [1] - The acquisition price is set at 151 million yuan, and the Company plans to raise matching funds not exceeding the same amount [1] Group 2: Financial Performance of Zhongji Jiangsu - Zhongji Jiangsu focuses on investment, development, and operation of energy storage projects for commercial users, providing energy management services [2] - The projected revenues for Zhongji Jiangsu are 15.4 million yuan for 2023, 37.9 million yuan for 2024, and 22.4 million yuan for the first half of 2025, with net profits of 1.9 million yuan, 15 million yuan, and 4.9 million yuan respectively [2] Group 3: Performance Commitments - The transaction includes performance commitments, with net profit targets for Zhongji Jiangsu set at no less than 10.2 million yuan, 19.3 million yuan, and 19.0 million yuan for the years 2025 to 2027 [4] - If the transaction is completed in 2026, the profit commitments for 2026 to 2028 are set at 19.3 million yuan, 19.0 million yuan, and 18.7 million yuan [4] Group 4: Customer Dependency - Zhongji Jiangsu has a significant reliance on a major client, CATL (Contemporary Amperex Technology Co., Limited), with revenue contributions of 99.72%, 91.96%, and 85.15% from CATL and its subsidiaries over the specified periods [4] - The Company has established a strong partnership with CATL, which has facilitated the expansion of energy management services to other subsidiaries [4] Group 5: Strategic Intent - The acquisition represents Zhongcheng's strategic move to enter the energy storage sector, aiming to create a second growth curve [7] - Post-acquisition, Zhongji Jiangsu will become a wholly-owned subsidiary, enhancing Zhongcheng's total assets, net assets, and revenue, thereby improving the net profit attributable to the parent company [7] Group 6: Zhongcheng's Financial Performance - Zhongcheng has experienced fluctuating financial performance, with revenues ranging from 1.184 billion yuan in 2019 to 1.226 billion yuan in 2024, and net profits showing significant losses in several years [8] - The Company reported a net loss of 55.5 million yuan in the first half of 2025, continuing a trend of negative performance in recent years [8]