On the evening of January 28, Hainan Mining (601969.SH) announced that the company is planning to acquire control of Luoyang Fengrui Fluorine Industry Co., Ltd. (hereinafter referred to as "Fengrui Fluorine") through a combination of share issuance and cash payment, while also planning to raise supporting funds to further advance the transaction. The announcement clarified that, as of now, the transaction is still in the planning stage, with core details such as the audit and evaluation of the target company Fengrui Fluorine, the specific transaction amount, and the proportion of share issuance to cash payment yet to be determined. Therefore, it is currently impossible to definitively determine whether this transaction constitutes a major asset restructuring or a related-party transaction. Hainan Mining stated that it will subsequently disclose relevant determinations and analyses in detail in the restructuring plan or restructuring report based on the progress of the transaction. To ensure fair information disclosure, protect investor interests, and prevent significant impacts on the company's stock price due to uncertainties related to the transaction, Hainan Mining applied for and received approval from the Shanghai Stock Exchange to suspend trading of its shares starting from the opening of the market on January 29, 2026. The suspension is expected to last no more than 10 trading days. During the suspension period, the company will strictly comply with relevant laws and regulations, fulfill information disclosure obligations in a timely manner, and issue an announcement and apply for the resumption of stock trading once relevant matters are clarified. Investors are reminded to pay attention to subsequent announcements and be aware of investment risks. It is reported that the company has already signed a "Share Purchase Intent Agreement" with the transaction counterparties, preliminarily identifying the counterparties as Wang Zhongxi, Wang Chen, and Shanghai Bodi Investment Management Co., Ltd. The final transaction counterparties will be subject to subsequent disclosure documents. Notably, this planned acquisition is not the first time Hainan Mining has pursued asset acquisitions recently. Looking back to October 2025, the company announced the termination of a nearly ten-month-long major overseas acquisition plan. Originally, it intended to acquire zirconium-titanium ore-related assets in Mozambique through a combination of share issuance and cash payment. However, due to changes in market conditions and failure to reach agreement on some core terms of the transaction plan, the deal was ultimately terminated. At that time, the company's management stated that they would continue to adhere to the dual-drive strategy of "industrial operations + industrial investment," focusing on strategic resource sectors and seeking merger and acquisition opportunities in resource varieties with long-term development potential. In fact, cooperation between Hainan Mining and Fengrui Fluorine has been in preparation for some time. According to the company's announcement in August 2025, Hainan Mining had already invested RMB 300 million in cash to increase its stake in Fengrui Fluorine, successfully acquiring 15.79% of the latter's equity. This capital increase also marked Hainan Mining's official expansion of its resource layout into the strategic and critical mineral sector of fluorite ore. As of now, the industrial and commercial registration procedures for this capital increase have been fully completed. Public information shows that fluorite, also known as fluorspar, is a non-renewable strategic resource. It is listed as a critical mineral by multiple countries worldwide and is widely used in industries such as industrial manufacturing, chemicals, metallurgy, and new energy. Market demand in this sector is expected to continue growing in the future. As the target of this transaction, Fengrui Fluorine's main business covers the mining and processing of fluorite ore, as well as the production and sales of chemical products such as anhydrous hydrogen fluoride. The company possesses significant core resource advantages, holding mining rights for eight fluorite mines in Henan Province, with proven ore reserves totaling 13.54 million tons and an annual mining permit capacity of 645,000 tons. In 2024, its ore extraction volume reached 718,000 tons, producing 78,000 tons each of fluorite lump ore and fluorite concentrate powder. During the same period, the company achieved operating revenue of RMB 668 million and a net profit of RMB 165 million. Additionally, Fengrui Fluorine operates an anhydrous hydrogen fluoride production line with an annual capacity of 30,000 tons. Its actual controlling party has committed that the target company's cumulative adjusted net profit for the year of the capital increase settlement and the following two fiscal years will not be less than RMB 600 million. Information indicates that Hainan Mining's core business focuses on the exploration, development, and operation of strategic resources. After years of strategic layout, the company has established a diversified resource portfolio centered on iron ore, oil and gas, and lithium resources. It is also the only resource-based listed company in the A-share market with a presence in both metal minerals and energy minerals. This planned acquisition of control over Fengrui Fluorine is expected to further enhance the company's strategic resource layout and improve its competitiveness and profitability in related sectors.
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