The New Delisting Of The New Third Board And The Proposed Acquisition Of Zhengyi Packaging By Haisun New Materials Through Its Subsidiary

On the evening of September 22, Haishun New Materials disclosed the latest progress on the acquisition matter. The company and its subsidiary signed a supplementary agreement to the "Letter of Intent for Equity Acquisition" with shareholders Zeng Zewen and Zeng Minyun of Guangdong Zhengyi Packaging Co., Ltd. (hereinafter referred to as "Zhengyi Packaging"), Foshan Fengyuan Technology Center (Limited Partnership) (hereinafter referred to as "Fengyuan Technology"), and the target company on September 20. The supplementary agreement stipulates that the acquirer will be changed from Haishun New Materials to its wholly-owned subsidiary, Suzhou Haishun Packaging Materials Co., Ltd. (hereinafter referred to as "Suzhou Haishun").
The reporter noted that within 10 working days from the date of signing the supplementary agreement, Suzhou Haisun will pay RMB 15.096 million, RMB 1.887 million, and RMB 1.887 million respectively to the three counterparties as intention deposits, totaling RMB 18.87 million, which accounts for 20% of the transaction amount.
Behind Hai Shun New Materials' acquisition initiative, the company has seen sluggish revenue growth since 2022, along with consecutive declines in net profit. Zhengyi Packaging was listed on the New Third Board starting in 2020. According to a supplementary agreement, after Suzhou Hai Shun pays the deposit, Zhengyi Packaging will initiate the delisting process from the New Third Board.
The acquisition will now be conducted by a wholly-owned subsidiary
As early as June 26 this year, Haishun New Materials announced its plans to acquire a 100% stake in Zhengyi Packaging held by Zeng Zewen, Zeng Minying, and Fengyuan Technology through a cash payment, thereby gaining control of Zhengyi Packaging. The announcement also mentioned that the parties involved had signed a "Letter of Intent for Equity Acquisition" on June 25.
The equity structure of Zhengyi Packaging consists of Zeng Ze Wen, Zeng Min Yin, and Fengyuan Technology holding 80%, 10%, and 10% respectively, with Zeng Ze Wen and Zeng Min Yin owning 90% and 10% of Fengyuan Technology's shares. Additionally, according to the announcement at the time, the preliminary transaction price for Zhengyi Packaging was 94.87 million yuan.
Hai Shun New Materials recently announced that, based on voluntary, equal, and mutually beneficial principles through friendly negotiations, the parties agreed to make partial adjustments to the acquisition entity and implementation approach. The supplementary agreement to the "Equity Acquisition Letter of Intent" was signed on September 20.
According to the agreement, all rights and obligations of Haisun New Materials under the "Equity Acquisition Letter of Intent" shall be assumed by Suzhou Haisun, a wholly-owned subsidiary of Haisun New Materials. Additionally, within 10 working days from the date of signing the supplementary agreement, Suzhou Haisun will pay Zeng Zewen, Zeng Minyi, and Feng Yuan Technology RMB 15.096 million, RMB 1.887 million, and RMB 1.887 million respectively as earnest money, totaling approximately RMB 18.87 million (i.e., 20% of the transaction amount), while Zhengyi Packaging will initiate the delisting process from the New Third Board.
Hai Shun New Materials has experienced declining performance in recent years

According to reports, Zhengyi Packaging specializes in the production of high-barrier film materials, with existing production lines for aluminum oxide film, vacuum metallized film, and coated film, achieving an annual production capacity of over 20,000 tons. Haishun New Materials focuses on pharmaceutical packaging while also covering the new energy and new consumer sectors.
Regarding the acquisition of Zhengyi Packaging, Haisun New Materials stated that this will leverage the synergies between Haisun New Materials and Zhengyi Packaging in terms of products and technology, market resources, production, and supply chain resources.
In terms of production, Haishun New Materials operates four production bases in Zhejiang, Jiangsu, and Shijiazhuang, among other locations, while Zhengyi Packaging's production base is located in Foshan City, Guangdong Province. Post-acquisition, rational production and supply chain resource integration can be achieved, optimizing production layout and leveraging economies of scale to enhance manufacturing efficiency and procurement cost optimization for both parties.
However, the more tangible benefits of the acquisition are reflected in the improvement of financial performance. Journalists' research revealed that Haisun New Materials has faced stagnant revenue growth and continuous decline in profitability in recent years. From 2022 to 2024, its operating revenues were 1.013 billion yuan, 1.021 billion yuan, and 1.143 billion yuan respectively, while net profits attributable to the parent company were 102 million yuan, 85.4417 million yuan, and 74.59 million yuan. Additionally, in the first half of this year, Haisun New Materials' revenue increased slightly by 1.38% year-on-year to 558 million yuan, but net profits attributable to the parent company dropped to 27.1182 million yuan, a year-on-year decline of 53.13%.
In terms of Zhengyi Packaging, its annual revenue for 2024 was 113 million yuan, with a net profit of 10.1282 million yuan, representing year-on-year growth of 15.27% and 81.64%, respectively. In the first half of this year, the revenue was 50.968 million yuan, while the net profit was 3.6283 million yuan. Although revenue showed slight growth, the net profit declined by 21.49% year-on-year, with the gross profit margin decreasing by 3 percentage points in the first half of the year.