海亮股份(002203) - 2016年1月12日投资者关系活动记录表

Group 1: Acquisition Purpose and Strategic Goals - The acquisition aims to strengthen market position by combining resources of two leading companies in the copper pipe industry, enhancing overall competitiveness [3][4] - The transaction will optimize product structure, focusing on high-value and advantageous products, particularly in the air conditioning and refrigeration sectors [3][4] - The merger will facilitate the integration of domestic and international sales channels, improving overall operational efficiency [4][6] Group 2: Financial Aspects and Funding - As of May 31, 2015, Jinlong Co. had non-operational fund occupation amounting to CNY 1.48 billion, which will be addressed through prepayment for asset acquisition [4][5] - The acquisition plan includes financing of CNY 3.254 billion, with CNY 2.194 billion directly benefiting Jinlong Co. [8][9] - Post-acquisition, Jinlong Co.'s debt structure will improve, with a significant reduction in financing costs and enhanced debt repayment capacity [9][10] Group 3: Synergy Effects - The merger will create production synergies, increasing total copper pipe capacity to 776,000 tons, making it the largest supplier globally [6][7] - Technological collaboration will enhance production efficiency and reduce costs by integrating best practices from both companies [7][8] - Financial synergies will arise from improved financial structures and reduced financing costs, leading to better profitability [8][10] Group 4: Market and Brand Synergies - The acquisition will leverage Jinlong Co.'s strong brand in refrigeration copper pipes and HaiLiang's diverse product range to enhance market presence [11][12] - Optimizing production and sales layouts will reduce transportation costs, which currently account for over 50% of sales expenses [12] - The combined entity will benefit from improved customer relationships and reduced customer acquisition costs through enhanced service delivery [12] Group 5: Risks Associated with the Acquisition - Currency risk due to the transaction being settled in USD, which may be affected by exchange rate fluctuations [15] - Integration risks stemming from differing management systems and corporate cultures, potentially hindering the realization of synergies [15]