上海华峰铝业股份有限公司关于收购股权暨关联交易事项的监管工作函的回复公告

Core Viewpoint - The acquisition of 100% equity in Shanghai Huafeng Puen Polyurethane Co., Ltd. by Shanghai Huafeng Aluminum Industry Co., Ltd. is aimed at addressing the urgent need for additional production and storage space, enhancing operational efficiency, and supporting future business development despite the target company currently being in a loss-making state [5][19][20]. Group 1: Acquisition Details - The original agreement for the acquisition was signed on November 26, 2025, for a cash consideration of RMB 100.0605 million, which was later adjusted to RMB 88.5313 million due to the presence of unregistered buildings [2][3]. - Huafeng Group provided a commitment letter to cover potential risks related to business disputes, tax issues, and labor matters that may arise from the acquisition [3][21]. - The acquisition is expected to facilitate the transfer of operations and improve material flow by utilizing the acquired facilities, which are adjacent to the company's existing operations [5][14]. Group 2: Strategic Rationale - The company faces a significant shortage of space, with current production capacity exceeding design capacity by over 150%, necessitating the acquisition of additional facilities [12][15]. - The acquisition will allow the company to expand its production lines for stamping parts, which are less affected by recent export tax policy changes compared to other aluminum products [7][8]. - The strategic plan includes utilizing the acquired space for new product testing and development, which is critical given the increasing demand for innovative materials [9][10]. Group 3: Economic Analysis - The rental market analysis indicates that the rental cost of the acquired facilities is significantly higher than the purchase price, making the acquisition economically favorable [16][17]. - The acquisition is projected to reduce operational costs and improve asset control, aligning with the company's long-term development strategy [19][20]. - The estimated value of the acquired assets reflects a substantial increase, with a valuation increase rate of 238.25%, primarily due to the appreciation of land and fixed assets [22][55][56].