Core Viewpoint - The company, Zhongnongfazhiyuan Group Co., Ltd., has signed a conditional share subscription agreement with China Agricultural Development Group Co., Ltd. and its affiliate, Huannong Assets, for a total subscription amount of 406,961,078 yuan, constituting a related party transaction [2][3][20]. Group 1: Related Party Transaction Overview - The board of directors approved the issuance of shares to China Agricultural Development Group and Huannong Assets, with the total subscription amount being 406,961,078 yuan, where China Agricultural Development Group plans to subscribe for 306,961,078 yuan and Huannong Assets for 100,000,000 yuan [3][20]. - The issuance requires approval from the shareholders' meeting and regulatory bodies, including the Shanghai Stock Exchange and the China Securities Regulatory Commission [2][3][20]. Group 2: Related Party Information - China Agricultural Development Group is the actual controller of the company, and Huannong Assets is a wholly-owned subsidiary of China Agricultural Development Group, making them related parties under the Shanghai Stock Exchange rules [4][5]. - As of the announcement date, China Agricultural Development Group is a state-owned enterprise directly managed by the State-owned Assets Supervision and Administration Commission [5][7]. Group 3: Transaction Details - The transaction involves issuing 79,175,306 A-shares at a price of 5.14 yuan per share, which is not less than 80% of the average trading price over the previous 20 trading days [12][39]. - The shares will be locked for 36 months post-issuance, and any adjustments to the share price due to corporate actions will be made according to specified formulas [14][44]. Group 4: Purpose and Impact of the Transaction - The purpose of the share issuance is to convert state funds into direct equity investment, enhancing the company's capital structure and liquidity, which will support business growth and reduce financial costs [20][21]. - Upon completion of the issuance, the company's total assets and net assets will increase, and the debt-to-asset ratio will decrease, positively impacting profitability and shareholder returns [21][20]. Group 5: Approval Process - The independent directors and the board of directors have reviewed and approved the related party transaction, which will be submitted to the shareholders' meeting for further approval [22][30]. - The transaction is subject to the approval of non-related shareholders to exempt the related parties from making a mandatory tender offer [28][30].

Group 1 - The core point of the article is that Nongfa Seed Industry announced the approval of several proposals, including the issuance of A-shares to specific targets, during the 50th meeting of its seventh board of directors [2] Group 2 - The company is moving forward with plans to issue A-shares, indicating a strategic decision to raise capital [2] - The announcement reflects the company's ongoing efforts to enhance its financial position and support future growth initiatives [2] - The approval of the proposals suggests a positive outlook for the company's governance and operational strategies [2]

Group 1 - The core point of the article is that Nongfa Seed Industry announced the approval of several proposals, including the proposal regarding the company's compliance with conditions for issuing A-shares to specific targets during the 22nd meeting of the 7th Supervisory Board [2] Group 2 - The announcement was made on the evening of August 15, indicating a significant corporate governance decision [2] - The meeting reflects the company's ongoing efforts to enhance its capital structure and potentially raise funds through the issuance of A-shares [2] - This move may signal the company's strategic direction towards growth and expansion in the agricultural sector [2]

Group 1 - The company, Nongfa Seed Industry (600313.SH), announced a plan to issue shares to specific investors, aiming to raise a total of no more than 407 million yuan [1] - The net proceeds from the fundraising, after deducting issuance costs, will be used to repay the company's special payables to China Agricultural Development Group formed by state capital allocations and to supplement working capital [1] - The issuance will be subscribed entirely by China Agricultural Development Group and Huanu Assets, who have signed a conditional share subscription agreement with the company [1]

Group 1 - The company, Nongfa Seed Industry (600313.SH), announced a plan to issue shares to specific investors, aiming to raise a total of no more than 407 million yuan, including the principal amount [1] - The net proceeds from the issuance, after deducting issuance costs, will be used to repay the company's special payables to China Agricultural Development Group formed by state capital allocations and to supplement working capital [1] - The issuance will be directed towards China Agricultural Development Group and Huanong Assets, which intend to subscribe to all shares in cash [1]

2024年1至12月份，农发种业的营业收入构成为：农业占比99.08%，其他业务占比0.92%。 （文章来源：每日经济新闻） 农发种业（SH 600313，收盘价：6.35元）8月15日晚间发布公告称，公司第七届第五十次董事会会议于 2025年8月15日在公司召开。会议审议了《关于公司符合向特定对象发行A股股票条件的议案》等文 件。 ...

Group 1 - The core purpose of the issuance is to convert state-owned capital allocated to the company into direct equity investment, enhancing the company's capital strength and meeting operational funding needs [2][4][9] - The company aims to strengthen its market position and sustainable development through increased funding, which will support its growth in the agricultural sector, particularly in seed innovation and production [1][5][6] - The issuance is backed by national policies promoting agricultural modernization and seed industry revitalization, which provide a favorable environment for the company's growth [2][3][6] Group 2 - The company plans to issue 79,175,306 shares at a price of 5.14 yuan per share, which is not less than 80% of the average stock price over the previous 20 trading days [11][12] - The issuance will help reduce the company's asset-liability ratio, which was 41.55% as of March 31, 2025, thereby improving its financial stability and risk management capabilities [5][9] - The funds raised will be used to repay state budget funds and supplement working capital, ensuring the company can meet its operational demands and enhance its competitive edge [20][21][22] Group 3 - The issuance is compliant with relevant laws and regulations, ensuring that the process is transparent and fair to all shareholders [12][16][17] - The company has established a management framework for the raised funds to ensure they are used effectively and in accordance with regulatory requirements [22][24] - Commitments have been made by the company's major stakeholders to uphold the interests of shareholders and ensure the effectiveness of the measures taken to mitigate any potential dilution of returns [25][26]

Group 1 - The company plans to issue shares to specific investors, including China Agricultural Development Group and China Huanu Asset Management, to raise funds for repaying state funds and supplementing working capital [2][3][10] - The share issuance price is set at 5.14 CNY per share, which is not less than 80% of the average trading price over the 20 trading days prior to the pricing benchmark date [2][14] - The total amount of funds raised is expected to be no more than 406.96 million CNY, which will be used to repay state funds and enhance liquidity [15][16] Group 2 - The issuance will not change the company's control or listing conditions, as the actual controller, China Agricultural Development Group, will increase its shareholding [17][23] - The company has committed to a three-year lock-up period for the shares acquired by the investors, preventing them from transferring these shares during this time [16][32] - The company aims to strengthen its financial position and improve its ability to respond to industry cyclicality through this capital increase, thereby enhancing its competitive advantage and sustainability [12][13][10] Group 3 - The company has been focusing on agricultural modernization and ensuring seed security, which is critical for national food security [9][10] - Recent policies from the Ministry of Agriculture and the Ministry of Finance support innovation in the seed industry and the promotion of superior varieties [9][10] - The company has been increasing its investment in technology and innovation to maintain its competitive edge in the seed market [10][12] Group 4 - The company has a registered capital of approximately 1.08 billion CNY and is listed on the Shanghai Stock Exchange under the stock code 600313 [8][10] - The company is involved in the production and sale of various agricultural seeds, including genetically modified seeds, and has been expanding its operations both domestically and internationally [8][10] - The company has experienced pressure on its revenue due to market competition and declining prices in the domestic seed market [12][13]

中农发种业集团股份有限公司（以下简称"公司"）于 2025 年 8 月 15 日召 开了第七届董事会第五十次会议，审议通过了关于公司 2025 年度向特定对象发 行 A 股股票的相关议案。本次向特定对象发行 A 股股票预案以及相关文件已于 者注意查阅。 证券代码：600313 证券简称：农发种业 公告编号：临 2025-024 中农发种业集团股份有限公司 关于 2025 年度向特定对象发行 A 股股票预案 披露的提示性公告 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。 公司本次向特定对象发行 A 股股票预案披露事项并不代表审批机关对于本 次向特定对象发行 A 股股票事项的实质性判断、确认或批准。本次向特定对象发 行 A 股股票相关事项的生效和完成尚需公司股东大会审议通过、上海证券交易所 审核及中国证监会同意注册后方可实施。敬请广大投资者注意投资风险。 特此公告。 中农发种业集团股份有限公司董事会 ...

证券代码：600313 证券简称：农发种业 公告编号：临 2025-021 中农发种业集团股份有限公司 第七届董事会第五十次会议决议公告 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、董事会会议召开情况 二、董事会会议审议情况 根据《中华人民共和国公司法》（以下简称"《公司法》"）《中华人民共和国 证券法》 中农发种业集团股份有限公司（以下简称"公司"）第七届董事会第五十次 会议于 2025 年 8 月 15 日在公司召开。会议通知和会议资料于 2025 年 8 月 11 日通过公司 OA 办公系统及电子邮件发出。会议应出席董事 6 名，实际出席董事 （以下简称" 《证券法》"）及《上市公司证券发行注册管理办法》等法律、 法规及规范性文件的有关规定，经认真自查论证，董事会认为公司符合相关法律、 法规和规范性文件关于上市公司向特定对象发行股票的规定，具备向特定对象发 行人民币普通股（A 股）股票的条件。 本议案已经公司独立董事专门会议及董事会战略与 ESG 委员会审议通过，尚 需提交公司股东大会审议。 表决结果：经表决，5 ...