Core Viewpoint - Western Gold is acquiring 100% equity of Xinjiang Meisheng Mining Co., Ltd. from its controlling shareholder, Xinjiang Nonferrous Metals Industry (Group) Co., Ltd., for a cash consideration of 1.655 billion yuan, enhancing its industry layout and resource base [1][2]. Group 1: Acquisition Details - The acquisition price of 1.655 billion yuan represents a premium of 1421.66% compared to the book value, primarily due to the core asset of Xinjiang Meisheng, the Katerbaasu gold-copper polymetallic mine project, which has a proven ore total of 25.67 million tons and gold resources of 78.7 tons [2]. - The funding for the acquisition will come from the company's own funds and loans, and it is classified as a related party transaction but does not constitute a major asset restructuring [1][2]. Group 2: Business Performance - In 2024, Western Gold achieved a revenue of 7.001 billion yuan, a year-on-year increase of 56.68%, and a net profit attributable to the parent company of 290 million yuan, up 205.69% [5]. - The company produced 9.59 tons of gold in 2024, exceeding its annual target by 105.37%, and expects a net profit of 130 to 160 million yuan for the first half of 2025, representing a year-on-year increase of 96.35% to 141.66% [5][6]. Group 3: Strategic Outlook - The acquisition aligns with the company's long-term development strategy and is expected to significantly enhance its gold production capacity and resource reserves, injecting new momentum into its ongoing operations [3]. - Western Gold has a complete industrial chain encompassing mining exploration, extraction, beneficiation, smelting, refining, and sales, with gold being its primary product and revenue source [4].

Core Viewpoint - A total of 16 A-share listed companies disclosed their latest merger and acquisition announcements during the week of July 21 to July 27, with notable transactions including Huylin Ecological's plan to acquire a 49% stake in Wuhan Junheng, and the resumption of trading for its stock on July 28 [1][3]. Group 1: Company Announcements - Huylin Ecological announced on July 25 its intention to purchase a 49% stake in Wuhan Junheng, with its stock set to resume trading on July 28 [3]. - Western Gold announced on July 25 its plan to acquire 100% of Xinjiang Meisheng for 1.655 billion yuan [3]. - Guochuang High-tech announced on July 25 its plan to acquire 100% of Ningbo Guopei for 22.5 million yuan [3]. - Shanghai Pharmaceuticals announced on July 25 its intention to acquire a 10% stake in a financial company held by Shashi Dongtan [3]. - Heng Rui Medicine announced on July 25 its plan to acquire a 1.4587% stake in Chengdu Shengdi Medicine for 4.0144 million yuan [3]. - Yuanli Co. announced on July 24 its intention to purchase 100% of Tongsheng Co., with its stock set to resume trading [3]. - Angel Yeast announced on July 24 its plan to acquire a 55% stake in Zuitong Sugar Industry for 506 million yuan [3]. - Jinlong Co. announced on July 23 its intention to acquire a 29.32% stake in Zhisuang Company [3]. - Huayu Mining announced on July 23 its plan to acquire an 11% stake in Asia Pacific Mining for 300 million yuan [3]. - Titan Technology announced on July 23 its intention to acquire 100% of ASL for approximately 55.85 million yuan [3]. - GoerTek announced on July 22 its plan to acquire Mia Precision Technology Co. and Changhong Industrial Co. for approximately 10.4 billion Hong Kong dollars [3]. - Geer Software announced on July 22 its intention to acquire more than 51% of Weipin Zhiyuan, which owns an intelligent orchestration platform [3]. - Tianrun Industrial announced on July 22 its plan to acquire 100% of Shandong Altai for 13.5 million yuan [3]. - Hanyi Co. announced on July 22 its intention to acquire a 39% stake in Shanghai Pidong Cultural Media for 10.2 million yuan [3]. - ST Xifa announced on July 21 its plan to cash purchase a 50% stake in Lhasa Beer held by Carlsberg, which is expected to constitute a major asset restructuring [3]. - Beiding Co. announced on July 21 its intention to acquire 100% of Zhongshan Kairui for 156 million yuan [3].

Meeting Details - The shareholders' meeting of Western Gold Co., Ltd. was held on July 25, 2025, at the company's conference room in Urumqi [1] - The meeting was attended by shareholders representing 75.4309% of the total shares [1] - The meeting was presided over by the vice chairman, Mr. Yang Shengrong, and voting was conducted through a combination of on-site and online methods [1] Voting Results - All non-cumulative voting proposals were approved, with 99.9218% of A-share votes in favor, 0.0683% against, and 0.0099% abstaining [1] - For the total A-shares, 99.9625% voted in favor of the proposals, with 0.0196% against and 0.0179% abstaining [1] Major Proposals - The meeting included significant proposals such as the cash acquisition of 100% equity in Xinjiang Meisheng and related transactions, which were approved [1] - A proposal regarding the registration of corporate bonds was also presented [1] Legal Compliance - The convening, procedures, and voting of the shareholders' meeting were confirmed to comply with relevant laws, regulations, and the company's articles of association, ensuring the legality and validity of the resolutions passed [2]

Core Viewpoint - Western Gold plans to acquire 100% equity of Xinjiang Meisheng Mining Co., Ltd. from its controlling shareholder Xinjiang Nonferrous Metals Industry Group for 1.655 billion yuan, reflecting a premium of 1421.66% over the book value [1][3][4]. Group 1: Acquisition Details - The acquisition price of 1.655 billion yuan is based on an evaluation that shows a net asset value of approximately 109 million yuan for Xinjiang Meisheng at the end of 2024, with an assessed value of 1.655 billion yuan, resulting in an increase of 1.546 billion yuan [3][4]. - Xinjiang Meisheng owns the Kataba Asu gold-copper polymetallic mine project, which is expected to commence production in the second half of 2025 [1][4]. - The mine has a proven ore reserve of 25.67 million tons, including 7.87 tons of gold resources, with a planned production capacity of 4,000 tons per day, yielding approximately 120,000 tons of ore and 3.3 tons of gold annually [4]. Group 2: Financial Performance - Xinjiang Meisheng reported no revenue since its acquisition by Xinjiang Nonferrous, with a net loss of 35.94 million yuan in 2024 and a net loss of 11.95 million yuan in Q1 2025 [1][3]. - Western Gold's revenue increased by 36.06% year-on-year to 1.943 billion yuan in Q1 2025, but its net profit attributable to shareholders decreased by 8.49% to 44.04 million yuan [6]. - As of March 31, 2025, Western Gold's net cash flow from operating activities was -159 million yuan, with cash and cash equivalents of 955 million yuan, indicating a funding gap of 700 million yuan for the acquisition [6]. Group 3: Industry Context - The acquisition aligns with a trend in the domestic precious metals industry, where mergers and acquisitions have become common, as seen with other companies like Luoyang Molybdenum and Zijin Mining [6][7]. - Luoyang Molybdenum is expanding into the gold sector, while Zijin Mining is adjusting its focus to enhance its position in gold production [7].

Major Events - Guotai Junan Asset Management will absorb Haitong Asset Management as approved by Guotai Haitong [1] - Shikong Technology's actual controller is planning a change in control, leading to continued suspension of trading [1] - Fushun Special Steel's Jincheng Shazhou intends to acquire 5% of the company's shares at 5.6 CNY per share [1] - Xibu Materials' Wang Libo resigned from the position of vice chairman due to job changes [1] - Yitian Intelligent plans to establish a private equity fund with a professional institution [1] Performance - Tapa Group reported a net profit of 435 million CNY for the first half of the year, a year-on-year increase of 92.47% [2] - Qilu Bank's net profit for the first half of the year was 2.734 billion CNY, up 16.48% year-on-year [2] - Western Mining's net profit for the first half of the year reached 1.869 billion CNY, a 15% increase year-on-year [2] - Funiang Co.'s net profit for the first half of the year was 1.337 billion CNY, reflecting a year-on-year growth of 12.48% [2] - China Duty Free Group reported a net profit of 2.6 billion CNY for the first half of the year, a year-on-year decrease of 20.81% [2] Shareholding Changes - Softcom Power's shareholder plans to transfer 3% of the company's shares through inquiry [2] - Hu Lixia, a shareholder of Guoguang Co., plans to reduce holdings by no more than 3% [3] - Taiyuan Heavy Industry's controlling shareholder plans to increase holdings by 80 million to 160 million CNY [2]

Group 1: Company Announcements - Guangshen Railway signed a cooperation agreement for the Guangzhou East Station renovation project with a total investment of approximately 16.66 billion yuan, including a reconstruction compensation investment of about 2.228 billion yuan [1] - Fushun Special Steel announced that Ningbo Meishan Bonded Port Area Jincheng Shazhou intends to make a partial tender offer to acquire 5% of the company's shares at a price of 5.6 yuan per share [2] - China Duty Free Group reported a net profit of 2.6 billion yuan for the first half of 2025, a year-on-year decrease of 20.81%, with total operating revenue of 28.151 billion yuan, down 9.96% [3] - Gaozheng Mining announced that its controlling shareholder, Cangjian Group, reduced its shareholding by 2.76 million shares, bringing its stake down to 57.6% [4] - Sanfeng Intelligent reported that its director Chen Wei is under investigation, but the company's operations remain normal [5] - Guangsheng Group's innovative hepatitis B treatment drug GST-HG141 has successfully enrolled its first participant in a Phase III clinical trial [6] - Western Gold announced plans to acquire 100% of Xinjiang Meisheng for 1.655 billion yuan, with a premium of 1421.66% over the book value [7] - Huqin Technology announced that shareholders holding more than 5% plan to reduce their holdings by up to 4% of the company's shares [8] - Dongshan Precision's subsidiary plans to invest up to 1 billion USD in a high-end printed circuit board project [10] - Yitian Intelligent plans to jointly invest in a private equity fund focusing on artificial intelligence and computing power, with a total subscription amount of 2 billion yuan [11] - *ST Wanfang is under investigation by the China Securities Regulatory Commission for suspected information disclosure violations [12] - Ruibeka and its controlling shareholder are also under investigation by the CSRC for similar reasons [13] - BioShares' subsidiary received clinical trial approval for a cat infectious peritonitis mRNA vaccine [14] - Ruipu Bio received the first clinical trial approval for an mRNA vaccine for economic animals in China [15] - Shengke Communication announced that a major fund plans to reduce its holdings by up to 3% of the company's shares [16] - ShenKai Co. announced a capital increase of 15 million yuan in Shandong Future Robotics, a deep-sea operation robot company [18] - Shouchuang Securities plans to issue H-shares and list on the Hong Kong Stock Exchange to enhance capital strength [19] Group 2: Financial Performance - Western Mining reported a net profit of 1.869 billion yuan for the first half of the year, a year-on-year increase of 15% [20] - Digital Certification expects a loss of 80 million to 96 million yuan for the first half of the year [21] Group 3: Major Contracts and Share Buybacks - China Communications Construction Company signed new contracts worth 991.054 billion yuan in the first half of the year, a year-on-year increase of 3.14% [22] - Zhejiang Communications Technology's subsidiary won two projects totaling over 3.4 billion yuan [23] - Feilong Co. received a notification from SAIC Motor for a designated sales agreement, expecting sales revenue of over 400 million yuan during its lifecycle [24] - Liuyuan Group plans to repurchase shares worth 100 million to 200 million yuan [25] - Meikailong's shareholders plan to reduce their holdings by no more than 3.0011% of the company's shares [26]

Corporate Announcements - Sanfeng Intelligent's director Chen Wei has been placed under investigation, but the company's operations remain normal and unaffected [3] - Shanghai Pharmaceuticals plans to acquire a 10% stake in Shanghai Shihua Group Financial Company for 143 million yuan, increasing its ownership from 30% to 40% [4] - Western Gold intends to acquire 100% of Xinjiang Meisheng Mining for 1.655 billion yuan, with a premium of 1421.66% over book value; the target company is expected to commence production in the second half of 2025 [5] - Hengrui Medicine plans to acquire approximately 1.46% of Chengdu Shengdi Pharmaceutical from minority shareholders for 40.144 million yuan, increasing its stake to 97.37% [6] - Dongshan Precision has approved an investment of up to 1 billion USD for a high-end printed circuit board project to meet long-term demand in emerging markets [7] - ST Wanfang and Rebecca have both received notices from the China Securities Regulatory Commission regarding investigations into information disclosure violations, but their operations remain normal [8][9] Financial Performance - China Duty Free Group reported a net profit of 2.6 billion yuan for the first half of 2025, a decrease of 20.81% year-on-year, with total revenue of 28.151 billion yuan, down 9.96% [13] - Digital Certification expects a loss of 80 to 96 million yuan for the first half of 2025, compared to a loss of 29.25 million yuan in the same period last year [14] - Western Mining reported a net profit of 1.869 billion yuan for the first half of 2025, an increase of 15% year-on-year, with total revenue of 31.619 billion yuan, up 27% [15] Major Contracts - ST Dongyi signed new orders worth 215 million yuan in the second quarter for its decoration business, with total uncompleted contracts amounting to 383 million yuan [17] - Guangshen Railway signed a cooperation agreement for the Guangzhou East Station renovation project, with a total investment of approximately 16.66 billion yuan [18] Shareholder Actions - Huajin Technology's employee stock ownership platform plans to reduce its stake by up to 4% within three months [20] - Liuyuan Group intends to repurchase shares worth between 100 million and 200 million yuan, with a maximum repurchase price of 25.7 yuan per share [22]

新疆美盛矿业有限公司 审计 报 告 大信专审字[2025]第 12-00079 号 大信会计师事务所(特殊普通合伙) WUYIGE CERTIFIED PUBLIC ACCOUNTANTS LLP. 大信会计师事务所 WUYIGE Certified Public Accountants.LLP Room 2206 22/F,Xueyuan International Towe No.1 Zhichun Road,Haidian Dist. Beijing, China, 100083 +86 (10) 82330558 +86 (10) 82327668 www.daxincpa.com.cn 审计报告 大信专审字[2025]第 12-00079 号 新疆美盛矿业有限公司: 一、审计意见 我们审计了新疆美盛矿业有限公司(以下简称"贵公司")的财务报表,包括 2025 年 3 月 31 日、2024年 12月 31 日、2023年 12 月 31 日、2022年 12 月 31 日的资产负债表,2025 年 1-3 月、2024年度、2023年度、2022年度的利润表、现金流量表、所有者权益变动表,以 及财务 ...

过去 12 个月与同一关联人进行的交易累计次数为 93 次，累计交易数额 为 36.14 万元；过去 12 个月未发生与不同关联人进行交易类别相关的交易。 风险提示：本次股权收购事项尚需相关方按照协议约定办理标的股权过 户手续，本次股权收购事项最终能否成功实施尚存在不确定性，敬请广大投资者 理性投资，注意投资风险。 一、关联交易概述 （一）本次关联交易的基本情况 2025 年 5 月 7 日，公司与新疆有色签署了《现金购买资产协议》，具体内 容详见上海证券交易所网站（http://www.sse.com.cn）《西部黄金股份有限公 司关于拟现金收购新疆美盛 100%股权暨关联交易的提示性公告》（公告编号： 2025-027）。2025 年 6 月 12 日，公司与新疆有色签署了《现金购买资产协议之 补充协议（一）》，具体内容详见上海证券交易所网站（http://www.sse.com.cn） 《西部黄金股份有限公司关于现金收购新疆美盛 100%股权暨关联交易的公告》 （公告编号：2025-036）。2025 年 7 月 24 日，公司与新疆有色签署了《现金购 证券代码：601069 证券简称：西部黄金 公告编 ...

证券代码：601069 证券简称：西部黄金 公告编号：2025-051 西部黄金股份有限公司 2025年第一次临时股东大会决议公告 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。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 (一)股东大会召开的时间：2025 年 7 月 25 日 (一)非累积投票议案 1、 议案名称：《关于现金收购新疆美盛 100%股权暨关联交易的议案》 审议结果：通过 表决情况： (二)股东大会召开的地点：乌鲁木齐市经济技术开发区融合南路 501 号公司 13 楼会议室 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 425 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 692,215,403 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | | | 份总数的比例（%） | 75.4309 | (四)表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 ...