Core Viewpoint - Jiangsu Yawei Machine Tool Co., Ltd. is responding to the Shenzhen Stock Exchange regarding its application for a specific stock issuance, addressing key issues such as state-owned asset approval, funding sources, control stability, and the rationality of fundraising projects [1] Group 1: Issuance and Fundraising Project Progress and Risks - The total amount to be raised from the specific stock issuance is not more than 924.575 million yuan, with Yangzhou Industrial Development Group as the subscriber. After the issuance, Yangzhou Industrial Development Group will become the controlling shareholder, and the Yangzhou State-owned Assets Supervision and Administration Commission will be the actual controller [2] - The state-owned asset approval process has been completed, and the project filing and environmental assessment procedures are also finished. However, the company still needs to obtain land use rights and related construction approval documents [2] Group 2: Subscription Funding Sources and Control Stability - The funding sources for Yangzhou Industrial Development Group include 40% self-owned funds and 60% acquisition loans. The latest financial data shows that the cash balance can cover the self-owned funding portion [3] - The Yangzhou State-owned Assets Supervision and Administration Commission currently holds 0.70% of the company's shares and has committed not to reduce its holdings within six months before the pricing benchmark and for six months after the issuance. Yangzhou Industrial Development Group and related parties have also committed to an 18-month lock-up period [3] Group 3: Fundraising Projects and Existing Business Relationship and Rationality - The fundraising project is a preliminary process for the first phase, producing key structural components for pressure machines, which are related to existing business products in terms of technology and application [4] - The company has the capacity for mass production and relevant technical and personnel reserves, and the fundraising project aligns with industry development trends, indicating a broad market space [4] Group 4: Benefit Estimation and Financial Impact - The benefit estimation for the fundraising project shows that key parameters are reasonable and cautious, with expected annual savings of 349.6181 million yuan in external structural component purchases and a projected after-tax net profit of 41.3789 million yuan once the project reaches full production [5] - Although project implementation will increase depreciation and amortization, the proportion of these costs to expected operating income and net profit is low, indicating no significant adverse impact on the company's future profitability and operating performance [5] Group 5: Company Operating Condition Analysis - The company's revenue primarily comes from three business segments: metal forming machine tools, laser processing equipment, and intelligent manufacturing solutions, with metal forming machine tools accounting for approximately 70% of revenue [6] - The company has a stable customer base, although there are risks associated with trade friction, the negative impact is minimal. The sales model and customer concentration are reasonable and align with industry practices [6] - Accounts receivable from some overseas distributors are high, but the reasons are justified, and the credit situation of major customers has not significantly deteriorated [6] - The company has a good inventory structure, with a high proportion of shipped goods, and the risk of inventory backlog and price decline is low [6] - The company has a funding gap over the next three years, even without considering fundraising project expenditures, but there are no large idle funds [6]
江苏亚威机床回应深交所问询:发行及募投项目进展披露,控制权与业务情况解析