近年来，在并购重组政策明确支持上市公司通过并购切入战略新兴产业的背景下，上市公司收购尚未盈利但具备 核心技术的新质生产力企业，正成为资本市场鼓励的发展方向。 8月11日晚间，九鼎投资发布公告，拟通过收购股权及增资方式，以2.13亿元获得南京神源生智能科技有限公司 （下称"南京神源生"）约53%股权。 九鼎投资在公告中透露，本次交易不构成关联交易，也不构成重大资产重组，资金全部来源于公司自有资金，不 会对公司现有主营业务、持续经营能力及现金流状况产生重大不利影响，短期内对公司财务状况也不会产生重大影 响。 具体来看，本次收购股权交易中，九鼎投资拟以现金方式合计受让南京神源生37.7196%的股权（后续增资完成后 将稀释为28.2897%），交易对价合计为1.13亿元。本次收购股权完成后，公司拟以1亿元对南京神源生进行增资并获得 增资后25%的股权。本次交易完成后，公司最终将以2.13亿元获得南京神源生53.2897%的股权，南京神源生将成为公 司控股子公司，纳入公司合并报表范围。 2025年被普遍视为人形机器人量产元年，六维力传感器市场的未来增量主要依靠人形机器人的放量。随着人形机 器人量产以及批量应用，以六维 ...

Core Viewpoint - On August 11, Jiuding Investment (600053) announced a significant acquisition plan to acquire a 53.2897% stake in Nanjing Shenyuan Intelligent Technology Co., Ltd. for RMB 213 million, which will make it a subsidiary included in the consolidated financial statements [2][7]. Group 1: Acquisition Details - Jiuding Investment plans to acquire shares from multiple stakeholders, including 18.79% from Dai Zhendong for RMB 56.3745 million, 5.00% from Senlis for RMB 15 million, 3.00% from Zhao Haiying for RMB 9 million, 9.98% from Zhongke Haichuang for RMB 29.94 million, and 0.95% from Huiqing Investment for RMB 2.8443 million, totaling a 37.7196% stake for RMB 113 million [6][7]. - After the acquisition, Jiuding Investment intends to inject an additional RMB 100 million into Nanjing Shenyuan to acquire a further 25% stake, leading to a total investment of RMB 213 million for a 53.2897% stake [7]. Group 2: Company Background - Nanjing Shenyuan was established in 2012, founded by Professor Dai Zhendong from Nanjing University of Aeronautics and Astronautics, with a registered capital of RMB 7.01 million [5]. - The company specializes in six-dimensional force sensors and force measurement control, holding 21 invention patents (16 authorized) and 23 utility model patents, indicating a strong R&D capability [6]. Group 3: Market Potential - The previous financing round in December 2023 valued Nanjing Shenyuan at RMB 200 million, with limited market scope primarily in traditional industries [7]. - Recent trends show a growing application of six-dimensional force sensors in humanoid robots, significantly expanding market potential and improving future growth prospects [7].

Mergers and Acquisitions - Jiuding Investment plans to acquire 53.29% stake in Nanjing Shenyuan Intelligent Technology for 213 million yuan, aiming to expand its industrial layout and cultivate new growth points in response to national policies promoting high-quality development [1] - Huangshanghuang intends to acquire 51% stake in Lixing Food for 495 million yuan, which will grant it controlling interest and include Lixing Food in its consolidated financial statements [2] Performance Disclosure - Jintuo Co. reported a net profit of 53.35 million yuan for the first half of the year, a year-on-year increase of 49.01%, with revenue reaching 369 million yuan, up 12.44% [3] - Gaozheng Min Explosive announced a net profit of 69.2 million yuan for the first half of the year, reflecting a 25.7% increase, with revenue of 771 million yuan, up 6.55% [4] - Desay SV reported a net profit of 1.223 billion yuan for the first half of the year, a 45.82% increase, with revenue of 14.644 billion yuan, up 25.25%, driven by growth in its smart cockpit and smart driving businesses [5] Shareholding Changes - Qide New Materials' controlling shareholder plans to reduce its stake by up to 2% within three months following the announcement [6] - Wei Communication's shareholders plan to collectively reduce their holdings by up to 4.14%, with specific reductions outlined for two shareholders and an executive [7] - Feilu Co.'s shareholders plan to reduce their stakes by up to 3.13% for personal financial needs, with specific share amounts detailed [8] Legal and Financial Risks - Chunxing Precision's subsidiary is involved in an arbitration case amounting to approximately 806 million yuan, which could lead to financial pressure if the company loses the case [9] - Huangting International's subsidiary's asset, Shenzhen Huangting Plaza, is set for judicial auction with a starting price of 3.053 billion yuan, potentially triggering financial delisting risks due to its significant impact on the company's assets and revenue [10]

新京报贝壳财经讯8月11日，九鼎投资（600053）公告，公司拟通过收购股权及增资方式，以2.13亿元 获得南京神源生智能科技53.2897%股权。本次交易是公司积极响应国家鼓励上市公司通过并购重组实 现高质量发展政策导向的重要举措，旨在拓展产业布局，培育新的业绩增长点。南京神源生作为人形机 器人核心零部件六维力传感器的领先企业，具有自主知识产权和技术壁垒，产业协同性强，其产品在人 形机器人领域应用前景广阔。通过本次交易，公司将切入机器人产业链关键环节，增强核心竞争力，打 造第二增长曲线。 ...

Core Viewpoint - The company, Jiuding Investment, plans to acquire a 53.2897% stake in Nanjing Shenyuan Intelligent Technology Co., Ltd. for a total consideration of RMB 213 million, which includes both equity acquisition and capital increase [1] Group 1: Transaction Details - The company will acquire 37.7196% of the equity in cash, which will be diluted to 28.2897% after the capital increase [1] - Following the acquisition, the company intends to inject RMB 100 million into Nanjing Shenyuan to obtain an additional 25% stake [1] - Upon completion of the transaction, Nanjing Shenyuan will become a subsidiary of the company and will be included in the consolidated financial statements [1] Group 2: Strategic Rationale - This acquisition aligns with national policies encouraging listed companies to achieve high-quality development through mergers and acquisitions [1] - The aim is to expand the company's industrial layout and cultivate new performance growth points [1] - Nanjing Shenyuan is a leading enterprise in six-dimensional force sensors for humanoid robots, possessing independent intellectual property rights and technological barriers, indicating a broad application prospect in the humanoid robot field [1] Group 3: Long-term Goals - The transaction will allow the company to penetrate a critical segment of the robotics industry chain, enhancing its core competitiveness [1] - It is part of the company's long-term development strategy and is expected to improve the quality of the listed company while maximizing shareholder value [1]

Core Viewpoint - The company, Jiuding Investment, plans to acquire a 53.2897% stake in Nanjing Shenyuan Intelligent Technology Co., Ltd. for a total consideration of RMB 213 million, which includes both equity acquisition and capital increase [1] Group 1: Transaction Details - The company will acquire 37.7196% of the equity in cash, which will be diluted to 28.2897% after the capital increase [1] - Following the equity acquisition, the company intends to inject RMB 100 million into Nanjing Shenyuan to obtain an additional 25% stake [1] - Upon completion of the transaction, Nanjing Shenyuan will become a subsidiary of the company and will be included in the consolidated financial statements [1] Group 2: Strategic Rationale - This acquisition aligns with national policies encouraging listed companies to achieve high-quality development through mergers and acquisitions [1] - The aim is to expand the company's industrial layout and cultivate new performance growth points [1] - Nanjing Shenyuan is a leading enterprise in six-dimensional force sensors for humanoid robots, possessing independent intellectual property and technological barriers, indicating a broad application prospect in the humanoid robot field [1] Group 3: Competitive Advantage - The transaction allows the company to penetrate a critical segment of the robotics industry chain, enhancing its core competitiveness [1] - It aims to create a second growth curve for the company [1] - The deal is consistent with national industrial policies and the company's long-term development strategy, which is expected to maximize shareholder value [1]

Group 1 - The company Jiuding Investment (600053.SH) plans to acquire a 53.2897% stake in Nanjing Shenyuan Intelligent Technology Co., Ltd. for a total consideration of RMB 21,315.88 million through equity acquisition and capital increase [1] - The acquisition involves a cash payment of RMB 11,315.88 million for a 37.7196% stake, which will be diluted to 28.2897% after the capital increase, followed by an additional investment of RMB 10,000.00 million to obtain a 25% stake post-increase [1] - Upon completion of the transaction, Nanjing Shenyuan will become a subsidiary of Jiuding Investment and will be included in the consolidated financial statements of the company [1] Group 2 - Nanjing Shenyuan was established in 2012 by Professor Dai Zhendong from Nanjing University of Aeronautics and Astronautics, with a registered capital of RMB 7.01 million and is headquartered in Jiangning District, Nanjing [2] - The company specializes in six-dimensional force sensors and force measurement control, with its core product being the six-dimensional force sensor, and holds 21 invention patents (16 authorized) and 23 utility model patents [2] - Nanjing Shenyuan's technology originates from the Biomimetic Institute of Nanjing University of Aeronautics and Astronautics, and the company aims to enhance R&D investment and market promotion after the transaction to maintain its leading advantage in technology development and industry application [2]

本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 一、会议召开情况 昆吾九鼎投资控股股份有限公司（以下简称 "本公司"或"公司"）第十届董事会第 六次会议通知于 2025 年 8 月 5 日以电子邮件等方式发出。会议于 2025 年 8 月 11 日在 公司以现场结合通讯表决的方式召开。本次董事会会议应出席董事 9 名，实际出席董 事 9 名。会议由董事长王亮先生主持，公司高级管理人员列席了本次会议。本次董事 会的召集和召开符合《公司法》和《公司章程》的规定，会议形成的决议合法有效。 证券代码：600053 证券简称：九鼎投资 编号：临 2025-041 二、会议审议情况 昆吾九鼎投资控股股份有限公司 Kunwu Jiuding Investment Holdings CO., Ltd 第十届董事会第六次会议决议公告 公司董事会战略发展委员会已事前审议通过了本议案，并同意将本议案提交公司 董事会审议。 此项议案表决情况为：9 票赞成，0 票反对，0 票弃权，通过本议案。 特此公告。 昆吾九鼎投资控股股份有限公司 董 事 会 经与 ...

经与会监事认真审议，以现场结合通讯表决的方式审议通过了如下议案： 本公司监事会及全体监事保证本公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏，并对其内容的真实性、准确性及完整性承担法律责任。 一、会议召开情况 昆吾九鼎投资控股股份有限公司（以下简称"本公司"或"公司"）第十届监事会 第六次会议通知于 2025 年 8 月 5 日以电子邮件的方式发出，会议于 2025 年 8 月 11 日在公司以现场结合通讯表决的方式召开。本次会议应出席监事 3 名，实际出席监事 司法》和《公司章程》的相关规定，会议形成的决议合法有效。 二、会议审议情况 证券代码：600053 证券简称：九鼎投资 编号：临 2025-042 昆吾九鼎投资控股股份有限公司 KunwuJiuding Investment Holdings CO., Ltd 第十届监事会第六次会议决议公告 （一）《关于收购南京神源生智能科技有限公司部分股权并对其增资的议案》 公司拟通过收购股权及增资方式，以人民币 21,315.88 万元获得南京神源生智能 科技有限公司（以下简称"南京神源生"）53.2897%股权。本次收购股权交易，公司 拟以现金方式受让戴 ...

Transaction Overview - The company plans to acquire a 53.2897% stake in Nanjing Shenyuan Intelligent Technology Co., Ltd. for a total consideration of RMB 21,315.88 million, which includes a cash purchase of 37.7196% of the shares for RMB 11,315.88 million and a subsequent capital increase of RMB 10,000.00 million [1][3][4] - The acquisition will make Nanjing Shenyuan a subsidiary of the company, included in the consolidated financial statements [1][4] Transaction Details - The transaction does not constitute a related party transaction or a major asset restructuring [2] - The board of directors and supervisory board have approved the transaction, which does not require shareholder approval [2][20] - The transaction involves multiple sellers, including Nanjing Senliser Intelligent Technology Partnership and others, with specific share percentages and corresponding prices outlined [3][14] Strategic Rationale - This acquisition aligns with national policies encouraging high-quality development through mergers and acquisitions, aiming to expand the company's industrial layout and cultivate new growth points [4][20] - Nanjing Shenyuan is a leading company in six-dimensional force sensors, with significant market potential in humanoid robotics, enhancing the company's core competitiveness [4][9] Financial Impact - The transaction is expected to have a short-term neutral impact on the company's financial status, as the funding comes entirely from the company's own resources [20] - The pre-transaction valuation of Nanjing Shenyuan was set at RMB 300 million, reflecting an increase from the previous round of financing [12][13] Management Changes - Following the transaction, the board of Nanjing Shenyuan will be restructured to include three directors appointed by the company, with the remaining two appointed by other shareholders [21][22] - The financial responsibilities will also shift to a company-appointed individual after the first phase of investment [21] Compliance and Risk Management - The transaction has been structured to avoid any potential conflicts of interest or competition within the industry [22] - Nanjing Shenyuan currently has no outstanding debts or financial obligations that could pose risks to the company post-acquisition [22]