Wellhope Foods(603609.SH) plans to acquire a stake in a company that operates in the meat and poultry business, optimizing the overall layout of its white-feathered chicken business.
25/02/2025
GMT Eight
Wellhope Foods (603609.SH) announced that the company plans to acquire a portion of the equity of Anshan Jiuguhe Food Co., Ltd, Anshan Fengsheng Food Co., Ltd, Taian Jiuguhe Agricultural Development Co., Ltd, Taian Fengjiu Animal Husbandry Co., Ltd, Huludao Jiuguhe Food Co., Ltd, Huludao Jiuguhe Feed Co., Ltd, Huludao Jiuguhe Animal Husbandry Co., Ltd, Jinzhou Jiufeng Food Co., Ltd, Jinzhou Xinfeng Food Co., Ltd, Linghai Jiuguhe Feed Co., Ltd, Liaoning Yufeng Biotechnology Co., Ltd, Anshan Antai Plastic Products Co., Ltd, Anshan Jiuguhe Paper Packaging Co., Ltd (referred to as "Target Companies") held by Jintianming, Mali, and Jinxin (referred to as "Transaction Counterparty"), using its own funds and self-raised funds (if necessary). The total base price for this transaction is 354 million yuan, and a price adjustment mechanism based on the profit situation of the target companies from 2025 to 2029 has been set.
On the basis of the above equity transfer price, the transferee will pay an additional equity transfer fee to the transferor upon meeting the following conditions. The amount of the equity transfer fee = the cumulative net profit of each target company in the next five years corresponding to the equity acquired in this acquisition x the proportion of the target company's equity transferred in this contract by the transferor. If the target company consists of multiple companies, the equity transfer fee is the sum of the results calculated by each target company according to the aforementioned formula, that is, the total amount calculated in combination is the final equity transfer fee, not calculated and paid as a separate business.
If the cumulative net profit of each target company over 5 years has both profits and losses, and if the loss-making company's net profit is negative when calculated, when all target companies' results are summed up for calculation, if the sum total of all target companies' results is greater than zero, the transferee should pay the equity transfer fee by April 30, 2030 according to the sum total calculation result; if the sum total of all target companies' results is less than zero, the transferee does not need to pay the equity transfer fee.
The source of funds for this equity acquisition is the company's own funds and self-raised funds (if necessary), and the transaction will not have a significant impact on the company's financial condition and operating results for the current year. This acquisition will further optimize the company's Baiyu broiler business layout and is an important measure for the company to implement its development strategy, playing a positive role in the company's future business development.