均位居合肥市五县（市）首位 其中 肥西县新能源汽车产业 今年以来 肥西县聚焦"5+X"重点产业集群 推动招商引资实现量质齐升 截至8月底 新签约重点项目123个 协议投资额494.6亿元 招引重点项目45个 总投资160亿元 01 强链补链，上游部件布局持续深化 肥西县紧盯新能源汽车产业上游关键环节，推动轻量化部件、高端装备、精密模具等细分领域优质项目集聚，进一步夯实了产业基础、提升了配套能力。 福耀全产业链生产基地项目 福耀集团是全球规模最大、技术最先进的汽车玻璃解决方案供应商、大型跨国集团。2024年，福耀集团已在肥西投资建设全产业链生产基地项目，总投资 57.5亿元，项目达产后年产值约65亿元，年税收约6亿元，其中汽车玻璃和配件玻璃项目已于今年8月已正式投产，浮法玻璃一期项目正快速建设，预计 2026年6月投产。鉴于前期良好的合作基础，近日，福耀集团与肥西县人民政府再次签约，建设福耀全产业链生产基地二期项目，用地约260亩，建成达产 后年产值约21亿元，年税收约2.1亿元。 为县域经济高质量发展注入强劲动能 锂电池湿法隔膜二期项目 企业是一家专注于锂电池湿法隔膜及涂覆隔膜研发、生产和销售的高新技术企业， ...

请上市公司：（1）结合上市公司与标的资产主营业务在产业链上下游、生 产工艺、核心技术、生产设备等方面的异同，补充披露本次交易协同效应、收 购必要性，上市公司在人员、业务、财务、资产、机构等方面对标的资产具体 整合管控安排及有效性；（2）结合标的资产所处行业的市场供需状况、同行业 在建和拟建产能、行业竞争格局、行业周期性、技术迭代，标的资产行业地位、 生产经营策略及核心竞争力，期后业绩、下游客户稳定性、在手订单，同行业 可比公司业绩变动，补充说明标的资产亏损相关影响因素是否已消除，是否影 响标的资产持续经营能力；（3）补充披露本次交易是否导致上市公司财务状况 发生重大不利变化，是否符合《重组办法》第十一条、第四十四条规定，填补 摊薄每股收益相关安排是否有利于保护中小投资者利益，是否符合《重组办法》 第三十五条规定。 华泰联合证券有限责任公司 关于佛山佛塑科技集团股份有限公司发行股 份及支付现金购买资产并募集配套资金暨关 联交易申请的 审核问询函回复之专项核查意见 独立财务顾问 签署日期：二〇二五年九月 深圳证券交易所上市审核中心： 佛山佛塑科技集团股份有限公司（以下简称"上市公司""公司"或"佛塑 科技"）于 ...

Group 1 - The core transaction involves Foshan Fospower Technology Group Co., Ltd. issuing shares and paying cash to acquire 100% of Hebei Jinli New Energy Technology Co., Ltd. and raising supporting funds [1][10] - The total transaction price for the acquisition is set at 508 million yuan, with 40 million yuan allocated for cash payment and 60 million yuan for working capital and debt repayment [8][9] - The transaction is structured as a combination of share issuance and cash payment, which are interdependent components of the deal [8][10] Group 2 - The acquisition is expected to enhance the company's position in the high polymer functional film materials sector, particularly in the lithium battery separator market, which aligns with the company's strategic focus on new materials [10] - The deal will allow the company to leverage Jinli's customer resources to penetrate the electric vehicle and energy storage markets more effectively [10] - The performance commitment includes achieving net profits of no less than 230 million yuan, 360 million yuan, and 610 million yuan for the years 2025, 2026, and 2027 respectively [7][10]

Core Viewpoint - The legal opinion letter from Beijing Dacheng Law Firm confirms the compliance and necessity of Foshan Fospower Technology Group Co., Ltd.'s acquisition of 100% equity in Hebei Jinli New Energy Technology Co., Ltd. through share issuance and cash payment, along with the fundraising for this transaction [1][2]. Group 1: Transaction Overview - Foshan Fospower plans to acquire 100% of Hebei Jinli New Energy's shares from 102 counterparties, including Yuan Haichao and Huahao Century [1]. - The transaction aims to enhance Foshan Fospower's position in the lithium battery separator sector, thereby enriching its product portfolio in the new energy field [8][9]. Group 2: Legal Compliance and Financial Impact - The transaction is structured to comply with the "Major Asset Restructuring Management Measures" and is expected to improve the asset quality and operational sustainability of Foshan Fospower without causing significant adverse changes to its financial status [8][10]. - The acquisition is anticipated to create synergies between Foshan Fospower and Hebei Jinli, enhancing bargaining power with suppliers and reducing procurement costs [9][11]. Group 3: Investor Protection Measures - Foshan Fospower has established measures to mitigate the dilution of immediate returns for shareholders, including effective integration of the acquired company and a commitment to transparent profit distribution policies [12][13]. - The company has received commitments from its controlling shareholders and management to ensure the fulfillment of measures aimed at protecting shareholder interests during the restructuring process [13][14]. Group 4: Compliance with Industry Policies - The legal opinion confirms that the production and operational activities of the acquired assets align with national industrial policies, and there are no significant environmental or safety risks associated with the projects [15][16]. - The projects under Hebei Jinli have obtained the necessary approvals and are not classified as high-risk or high-pollution, ensuring compliance with relevant regulations [15][18].

Core Viewpoint - Foshan Fospower Technology Group Co., Ltd. plans to acquire 100% of Hebei Jinli New Energy Technology Co., Ltd. to enter the lithium battery separator market, enhancing its position in the polymer film materials sector and addressing the growing demand in the new energy field [1][10][13]. Group 1: Transaction Rationale - The acquisition allows the company to leverage synergies in the polymer film materials industry, as both companies operate in similar sectors, enhancing supply chain stability and reducing procurement costs [10][14]. - The target company has faced losses due to high depreciation costs from new production lines and increased financial expenses, but it is expected to return to profitability in 2025 [22][23]. - The transaction aligns with national policies promoting mergers and acquisitions to enhance industrial integration and efficiency [10][12]. Group 2: Financial Performance of Target Company - In 2024, the target company reported a revenue of approximately 2.64 billion yuan, with a net loss of about 91.44 million yuan, primarily due to increased depreciation and financial costs [22][24]. - The gross margin decreased from 37.72% in 2023 to 21.85% in 2024, reflecting the impact of rising costs and operational challenges [22][24]. - The target company has shown signs of recovery, achieving profitability in the first half of 2025, supported by stable customer resources and strong technical capabilities [23][24]. Group 3: Market Demand and Supply Dynamics - The global lithium battery market is projected to grow significantly, with a forecasted output of 1,545.1 GWh in 2024, representing a year-on-year increase of 28.5% [24][26]. - The demand for lithium battery separators is expected to rise, driven by the growth of electric vehicles and renewable energy storage solutions [25][26]. - The industry is characterized by high entry barriers, with established players maintaining high capacity utilization rates, leading to improved supply-demand dynamics [27]. Group 4: Integration and Management Plans - Post-acquisition, the target company will operate as a subsidiary, with plans for integrated management to ensure operational stability and enhance competitive advantages [19][21]. - The company will implement a unified financial management system to optimize resource allocation and improve operational efficiency [19][20]. - The integration strategy includes maintaining the target company's existing management structure while enhancing collaboration in R&D and production processes [19][21].

Group 1 - The core point of the news is that Foshan Plastics Technology (佛塑科技) plans to acquire 100% of Jinyi Co., Ltd. (金力股份) for a total consideration of 5.08 billion yuan, enhancing its position in the lithium battery separator market and improving supply chain stability [2] - The acquisition will allow Foshan Plastics to leverage Jinyi's advanced lithium battery separator production technology and expand its product offerings in the new energy sector [3][4] - Jinyi has shown significant growth, with sales reaching 2.011 billion square meters in the first half of 2025, a year-on-year increase of over 90%, and achieving revenue of 175.35 million yuan and a net profit of 10.58 million yuan [3] Group 2 - The production capacity utilization rate for Jinyi is projected to be 82.35% in 2024, indicating strong demand and operational efficiency [4] - The top enterprises in the lithium battery separator industry have a capacity utilization rate above 80%, with the market share of the top 8 companies expected to increase from 65% in 2017 to 86% by 2024 [4] - The strategic integration of Foshan Plastics and Jinyi is expected to enhance production efficiency, reduce costs, and strengthen their competitive position in the global separator industry [4]

Core Viewpoint - The acquisition of Hebei Jinli New Energy Technology Co., Ltd. by Foshan Plastics Technology Co., Ltd. aims to enhance its position in the lithium battery separator market and improve its overall performance in the new energy sector [1] Company Summary - Foshan Plastics Technology is acquiring Jinli Co., which specializes in the research, production, and sales of lithium battery wet separators, applicable in various lithium-ion batteries, energy storage batteries, and consumer batteries [1] - Jinli Co. is recognized as a leading enterprise in the lithium battery wet separator field both in China and globally, aligning with Foshan Plastics' focus on polymer film materials [1] Industry Summary - The acquisition is expected to strengthen Foshan Plastics' capabilities in the lithium battery separator sector, thereby enhancing its new energy industry layout [1] - The transaction is anticipated to facilitate the high-quality development of Jinli Co. through the support of a publicly listed company [1] - The financial performance of Jinli Co. shows promising results, with projected revenues of 871.36 million yuan and a net profit of 40.88 million yuan for the first quarter of 2025 [1]

Core Viewpoint - The article discusses the acquisition of 100% shares of Hebei Jinli New Energy Technology Co., Ltd. by Foshan Plastics Technology Co., Ltd. for a total consideration of 5.08 billion RMB, which will make Jinli a subsidiary of Foshan Plastics [1][2]. Group 1: Acquisition Details - Foshan Plastics is acquiring shares from 102 parties, including Yuan Haichao and Huahao Century [1]. - The transaction involves issuing shares to Guangdong Guangxin Holdings Group Co., Ltd. to raise matching funds [1]. Group 2: Company Profile of Jinli - Jinli focuses on the research, production, and sales of lithium battery wet separators, with a comprehensive product layout and strong technical research capabilities [3]. - In 2024, Jinli is expected to hold approximately 18% market share in China's wet separator market, ranking second in the industry [3]. Group 3: Customer Base and Revenue Concentration - Major customers of Jinli include leading companies in the lithium-ion battery sector such as CATL, BYD, Guoxuan High-Tech, EVE Energy, and Ruipu Lanjun [3]. - The revenue from the top five customers accounted for 84.01% and 76.73% of Jinli's main business income during the reporting period, indicating a high concentration of customers [3]. Group 4: Performance Commitments and Financial Outlook - According to the performance compensation agreement, Jinli's committed net profits for 2025, 2026, and 2027 are not less than 230 million, 360 million, and 610 million RMB, respectively [4]. - Jinli reported a net loss of 91.44 million RMB in 2024 due to industry supply-demand imbalances, but has turned profitable in the first five months of 2025 with a net profit of 88.87 million RMB [4].

Group 1 - The core point of the article is that Foshan Fospower Technology Group Co., Ltd. plans to acquire 100% of Jinyi Co., Ltd. for a total consideration of 5.08 billion yuan, which includes 4 billion yuan in cash and 4.68 billion yuan through issuing shares [1][2] - Jinyi Co., Ltd. specializes in the research, production, and sales of lithium battery wet separators, holding an 18% market share in China's wet separator market, ranking second in the industry [1][2] - The acquisition aims to enhance Foshan Fospower's influence in the new energy battery sector and leverage synergies in the polymer film materials field [2][3] Group 2 - After the transaction, Foshan Fospower will integrate business resources and supply chains with Jinyi, focusing on lithium battery separators to expand opportunities in the new energy sector [2][3] - Jinyi's performance has been improving, with a revenue of 1.486 billion yuan and a net profit of approximately 88.88 million yuan for the first five months of 2025 [2] - The acquisition is expected to enhance Foshan Fospower's operational capabilities and financial structure, allowing Jinyi to benefit from the advantages of being a listed company [2][3]

Core Viewpoint - Foshan Fospower Technology Group Co., Ltd. plans to acquire 100% of Jinyi Co., Ltd. for a total consideration of 5.08 billion yuan, enhancing its position in the polymer film materials sector, particularly in lithium battery wet separator production [1][3]. Group 1: Company Overview - Foshan Fospower Technology is positioned as an important listed platform under Guangxin Group in the new materials sector, focusing on optical films, biaxially oriented films, dialysis protective materials, and plastic barrier materials [1]. - Jinyi Co., Ltd. specializes in the research, production, and sales of lithium battery wet separators, having established strong competitive advantages in the market [2]. Group 2: Market Position and Performance - Jinyi Co., Ltd. holds approximately 18% market share in China's wet separator market, ranking second, and has established stable partnerships with major domestic battery manufacturers [2]. - The company has planned 46 production lines, with over 60% set to be operational from 2023 onwards, utilizing advanced wide-width equipment [2]. Group 3: Financial Performance and Future Outlook - Jinyi Co., Ltd. reported a significant increase in sales volume, achieving over 1.6 billion square meters in the first five months of 2025, an 88% year-on-year growth, with revenues of approximately 148.59 million yuan and a net profit of about 8.89 million yuan [3]. - The wet separator market is experiencing positive growth, driven by increasing demand for high-performance separators in traditional applications, which will benefit Jinyi Co., Ltd.'s product and capacity layout [4]. Group 4: Strategic Implications of the Acquisition - The acquisition will allow Foshan Fospower Technology to enter the lithium battery separator market, enhancing its product portfolio in the new energy sector and positioning it as a leader in polymer functional film materials [4]. - This transaction is expected to improve the company's operational capabilities, expand its business scale, and enhance market competitiveness, aligning with the long-term interests of all shareholders [4].