Transaction Background and Relationship - In 2023, the controlling shareholder of Dechuang Environmental, Deneng Industrial Holdings Group, provided a loan of 75.87 million yuan to Mingyan Assets for the acquisition of a 40% stake in Huaxin Environmental [2] - As of the announcement date, Mingyan Assets has repaid 10.21 million yuan in principal and interest, with an outstanding debt of 72.72 million yuan [2] - Mingyan Assets is operating normally, has no current revenue, but holds equity in Huaxin Environmental, with its main shareholder committed to joint repayment responsibility [2] Quality of Target Assets and Necessity of Transaction - Huaxin Environmental specializes in the incineration and disposal of industrial and medical hazardous waste, covering the Shaoxing area and serving nearly 1,000 clients [3] - The company has multiple operational qualifications and various rotary kiln equipment, with an annual processing capacity of 30,000 tons of industrial hazardous waste and 9,800 tons of medical hazardous waste [3] - Financial performance shows Huaxin Environmental achieved revenues of 59.17 million yuan in 2024 and 26.61 million yuan in the first half of 2025, with net profits of 158,500 yuan and a loss of 596,300 yuan respectively [3] - The decline in revenue is attributed to competitive pressures leading to lower disposal prices for industrial hazardous waste, while medical waste disposal has seen growth due to price adjustments and stable disposal volumes [3] - The acquisition aligns with Dechuang Environmental's strategy to extend into the hazardous waste sector, enhancing its industrial layout and competitiveness [3] - The business of Huaxin Environmental complements Dechuang Environmental's existing hazardous waste operations, creating a complete industrial chain and shared customer resources [3] Monetary Funds and Payment Arrangements - As of June 30, 2025, Dechuang Environmental reported monetary funds of 245.83 million yuan, with restricted funds of 210.86 million yuan, leaving 34.97 million yuan in available funds [4] - The transaction amount is 67.64 million yuan, with 60% to be paid by the company, initially planned as 20 million yuan from self-funds and 20 million yuan from bank loans, while 40% will be covered by minority shareholders of Ningbo Yongde [4] - Following the transaction, the company's debt-to-asset ratio is expected to decrease from 79.22% to 78.37% [4] - The payment arrangement for this transaction is not expected to impact the company's normal operations and investment activities, indicating no liquidity risk [4]
德创环保回复收购华鑫环保40%股权问询:交易具必要性 无流动性风险