北京韩建河山管业股份有限公司关于资产出售事项的监管工作函的回复公告

Core Viewpoint - The company, Beijing Hanjian Heshan Pipeline Co., Ltd., is responding to a regulatory inquiry regarding the sale of its subsidiary, Qingqing Environmental Protection Equipment Co., Ltd., for 0 yuan, despite having acquired it for 320 million yuan in 2018, resulting in a significant loss of value and raising concerns about the prudence of the acquisition decision [2][4][27]. Group 1: Acquisition and Financial Performance - The company acquired 100% of Qingqing Environmental for 320 million yuan in June 2018, with a valuation increase of 1833.38% [2][4]. - Qingqing Environmental's net asset value was reported at -28.43 million yuan as of the assessment date, with an evaluation value of -20.59 million yuan [2][27]. - The company reported that Qingqing Environmental's actual net profit during the performance commitment period was 1.06 billion yuan, with a commitment fulfillment rate of 102.30% [2][4]. Group 2: Regulatory Concerns and Responses - The regulatory body raised concerns about the prudence of the acquisition decision, given the high premium paid and the subsequent decline in performance post-commitment period [3][4]. - The company emphasized that the acquisition was based on favorable market conditions and a strategic shift towards the environmental sector, which was expected to grow due to increasing pollution control standards [4][5]. - The company has taken measures to address the long-term uncollected receivables from Qingqing Environmental, amounting to 115 million yuan, which were recognized during the performance commitment period [2][17]. Group 3: Market and Industry Analysis - The environmental protection industry is expected to grow significantly, particularly in non-electric sectors, as stricter pollution control policies are implemented [5][10]. - The company identified that the decline in Qingqing Environmental's performance post-2021 was due to reduced demand from steel companies, exacerbated by economic downturns and public health events [10][11]. - The competitive landscape in the environmental sector has intensified, with many new entrants, including state-owned enterprises, leading to increased market pressure [11][12]. Group 4: Future Plans and Debt Management - The company plans to sell 99.9% of Qingqing Environmental to Hebei Qingneng, with a debt waiver of 3.9 million yuan and a repayment plan for the remaining 7.5 million yuan by the end of 2027 [27][33]. - The repayment will occur in three installments, with interest calculated at an annual rate of 1.5% [27][33]. - The company aims to improve Qingqing Environmental's cash flow and operational efficiency post-acquisition by integrating resources and enhancing project management [33].