Core Viewpoint - The company Ding Sheng New Materials (603876) plans to acquire a 0.5714% stake in Cayman Aluminum (Sanmenxia) Co., Ltd. through a share issuance by Jiaozuo Wanfang Aluminum Co., Ltd. (000612) at a price of 5.39 yuan per share, resulting in the company obtaining 34.0614 million shares without any cash payment involved [1]. Group 1 - The company intends to purchase a minority stake in Cayman Aluminum (Sanmenxia) Co., Ltd. [1] - The share issuance price for the transaction is set at 5.39 yuan per share [1] - The total number of shares expected to be acquired by the company is 34.0614 million [1]

Group 1 - Company Ding Sheng New Materials (SH 603876) announced on August 24 that it holds a 0.5714% stake in Sanmenxia Aluminum Industry [1] - Jiyuan Wanfang plans to acquire approximately 99.44% of Sanmenxia Aluminum's shares from its shareholders, with the total assessed value of 100% equity at 32.136 billion yuan [1] - The transaction price for 100% equity of Sanmenxia Aluminum is set at 32.13 billion yuan, valuing Ding Sheng's stake at approximately 184 million yuan [1] - Jiyuan Wanfang will issue shares at a price of 5.39 yuan per share, allowing Ding Sheng to receive about 34.06 million shares without cash payment [1] Group 2 - For the year 2024, Ding Sheng New Materials' revenue composition is 95.57% from non-ferrous metal aluminum rolling and 4.43% from other businesses [2] - As of the report date, Ding Sheng New Materials has a market capitalization of 9 billion yuan [2]

证券代码：603876 证券简称：鼎胜新材 公告编号：2025-072 江苏鼎胜新能源材料股份有限公司 关于出售参股公司股权的公告 本公司董事会、全体董事及相关股东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： 交易简要内容：江苏鼎胜新能源材料股份有限公司（以下简称"公司"） 拟通过焦作万方铝业股份有限公司（以下简称"焦作万方"）向公司发行股份购 买公司持有的开曼铝业（三门峡）有限公司（以下简称"三门峡铝业"）0.5714% 的股权。本次焦作万方发行股份购买资产的发行价格为 5.39 元/股，公司预计通 过本次交易获得焦作万方 34,061,376 股股份，本次交易不涉及支付现金对价。 本次交易不构成关联交易 本次交易不构成重大资产重组 交易实施尚需履行的审批及其他相关程序：本次交易已经公司第六届董 事会第二十一次会议审议通过，无需提交公司股东会审议。 其它需要提醒投资者重点关注的风险事项：本次交易事项尚需获得焦作 万方股东会审议通过，交易所审核通过，并经中国证监会同意注册。 一、交易概述 | 法人/组织名称 | 焦作万方铝业股份有 ...

证券代码：603876 证券简称：鼎胜新材 公告编号：2025-073 江苏鼎胜新能源材料股份有限公司 第六届监事会第十八次会议决议公告 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、准确性和完整性承担个别及连带责任。 一、监事会会议召开情况 江苏鼎胜新能源材料股份有限公司（以下简称"公司"）于2025年8月22日在 公司会议室以现场结合通讯表决方式召开第六届监事会第十八次会议。会议通 知于2025年8月18日以专人送达等方式发出。本次会议由公司监事会主席张伟刚 先生主持，会议应出席监事3人，实际出席监事3人，董事会秘书等列席了会议。 本次会议的召集和召开符合《中华人民共和国公司法》和《江苏鼎胜新能源材 料股份有限公司章程》的有关规定，会议合法有效。 二、监事会会议审议情况 经与会全体监事认真审议并表决，审议如下议案： 1、审议了《关于出售参股公司股权的议案》 公司监事会认为：同意焦作万方铝业股份有限公司（以下简称"焦作万方"） 向公司发行股份购买公司持有的开曼铝业（三门峡）有限公司0.5714%的股权。 本次焦作万方发行股份购买资产的发行价格为5.39 ...

Core Viewpoint - Ding Sheng New Materials (603876) announced that Jiaozuo Wanfang (000612) plans to acquire 0.57% equity stake in Sanmenxia Aluminum held by the company through a share issuance [1] Summary by Relevant Sections - Transaction Details - Jiaozuo Wanfang will issue shares at a price of 5.39 yuan per share [1] - The company expects to receive 34.0614 million shares from Jiaozuo Wanfang as part of this transaction [1] - The transaction does not involve any cash payment [1]

Core Insights - The overall activity level of the A-share merger and acquisition market in China has slightly decreased, characterized by high frequency, diverse participants, and broad sectors [1] - A total of 80 merger and acquisition events were disclosed during the period, with a total transaction amount of 601.88 billion RMB, showing a significant increase in both the number and value of major M&A events compared to the previous period [2] - The real estate management and development, other metals and mining, semiconductor products, electronic equipment, instruments and components, electrical equipment, and automotive parts sectors are particularly active in M&A activities [2][3] - Private enterprises and local state-owned enterprises are actively engaging in horizontal integration and strategic cooperation, indicating diverse motivations for mergers and acquisitions [1][2] - The M&A market is expected to further release integration and value reconstruction potential, supported by regulatory policy optimization, economic recovery, policy encouragement, and capital market reforms [1] M&A Market Overview - The number of major M&A events in the A-share market increased by 60% compared to the previous period, with a total disclosed transaction amount of 601.88 billion RMB, representing a 187.97% increase [2] - Key sectors for M&A activities include real estate management and development, other metals and mining, semiconductor products, electronic equipment, instruments and components, electrical equipment, and automotive parts [2] - The market is entering a new phase characterized by "efficiency improvement + structural optimization," driven by policy and proactive corporate adjustments [2] Listed Companies' M&A Plans - A total of 44 listed companies announced or planned M&A activities, with an average stock price fluctuation of 7.53% over two weeks [2] - 22 companies made significant progress after announcing M&A plans, with an average stock price fluctuation of 3.76% [2] - The number of major restructuring events increased by 60% compared to the previous period, with research enthusiasm rising by 11.54% [2] Companies with Significant Progress - Companies such as Yunnan Cheng Investment and AnYuan Coal Industry have made notable advancements in their M&A plans, with various strategic objectives including asset adjustments and diversification [10][11] - The progress of these companies reflects a broader trend of active restructuring and strategic realignment within the A-share market [10][11] Market Sentiment and Performance - The restructuring index showed a fluctuation of 5.10% over the two-week period, indicating a positive sentiment in the M&A market [12] - The average price-to-earnings (PE) ratios and market values of companies involved in M&A activities vary significantly, reflecting diverse market conditions and investor sentiments [7][8]

鼎胜新材（SH 603876，收盘价：9.59元）8月20日发布公告称，为满足联晟新材日常经营需要，需向中 国银行股份有限公司通辽分行申请借款等，公司近日与中国银行签订了《最高额保证合同》，约定公司 为全资子公司联晟新材提供金额为3.8亿元的连带责任保证，担保期限为债务履行期限届满之日起三 年，本次担保不存在反担保。 截至本公告提交日，公司及子公司累计实际发生的对外担保余额约为31.43亿元，其中，公司及子公司 为子公司实际担保余额约为31.43亿元，占公司最近一期经审计净资产的47.13%。 2024年1至12月份，鼎胜新材的营业收入构成为：有色金属铝压延占比95.57%，其他业务占比4.43%。 （文章来源：每日经济新闻） ...

Group 1 - The company has provided a guarantee of RMB 38 million for its wholly-owned subsidiary, Liansheng New Materials, to meet its operational financing needs [2][5] - The guarantee is a joint liability guarantee with a term of three years from the debt performance deadline, and there is no counter-guarantee involved [2][5] - The decision for the guarantee was approved by the company's board of directors and the annual shareholders' meeting, ensuring compliance with internal decision-making procedures [3] Group 2 - The guarantee covers all principal and interest related to the main debt, including penalties and costs incurred in enforcing the debt [6] - The necessity and reasonableness of the guarantee are justified by the stable development and good financial condition of the subsidiary, which is expected to repay its debts [6] - As of the announcement date, the company has a total external guarantee balance of approximately RMB 314.33 million, which accounts for 47.13% of the company's latest audited net assets [7]

Group 1 - The company Ding Sheng New Materials announced that as of the date of the announcement, the total external guarantees provided by the company and its subsidiaries amounted to approximately 314,328.28 million yuan [1] - The guarantees provided for subsidiaries accounted for the entire amount of 314,328.28 million yuan, which represents 47.13% of the company's most recent audited net assets [1] - The company reported that there are no overdue external guarantees [1]

Core Viewpoint - The management of Ding Sheng New Materials (603876) reassured investors that the recent shareholding changes among executives were due to the company's implementation of a stock buyback and cancellation related to the 2022 restricted stock incentive plan, rather than a lack of confidence in the company's future development [1] Group 1 - The executives' shareholding changes were not due to active selling but were a result of the stock buyback and cancellation process [1] - The management remains committed to the company's operational development and expresses confidence in its future prospects [1]