江苏长龄液压股份有限公司 要约收购报告书摘要 上市公司名称：江苏长龄液压股份有限公司 收购人名称：无锡核芯破浪科技合伙企业（有限合伙） 住所：江阴市中南路1号A1办公楼308室 通讯地址：江阴市中南路1号A1办公楼308室 收购人一致行动人：无锡核芯听涛科技合伙企业（有限合伙） 住所： 江阴市中南路1号A1办公楼304室 通讯地址： 江阴市中南路1号A1办公楼304室 收购人一致行动人：江阴澄联双盈投资合伙企业（有限合伙） 住所：江阴市创富1号10幢1802室 通讯地址：江阴市创富1号10幢1802室 签署日期：二〇二五年七月 1 上市地点：上海证券交易所 股票简称：长龄液压 股票代码：605389 重要声明 本要约收购报告书摘要的目的仅为向社会公众投资者提供本次要约收购的 简要情况，投资者在做出是否预受要约的决定之前，应当仔细阅读要约收购报告 书全文，并以此作为投资决定的依据。 要约收购报告书全文将刊登于上海证券交易所网站（http://wwww.sse.com.cn）。 2 特别提示 本部分所述的词语或简称与本报告书摘要"释义"部分所定义的词语或简称 具有相同的涵义。 1、根据 2025 年 7 月 10 ...

证券代码：605389 证券简称：长龄液压 公告编号：2025-028 江苏长龄液压股份有限公司 关于收到要约收购报告书摘要的提示性公告 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。 重要内容提示： 近日，江苏长龄液压股份有限公司（简称"长龄液压""公司"或"上市公 司"）收到无锡核芯破浪科技合伙企业（有限合伙）（以下简称"核芯破浪""收 购人"）就本次要约收购事宜出具的《江苏长龄液压股份有限公司要约收购报告 书摘要》（以下简称"《要约收购报告书摘要》"），现将具体情况公告如下： 2025 年 7 月 10 日，无锡核芯听涛科技合伙企业（有限合伙）（以下简 称"核芯听涛"）与夏继发、夏泽民，江阴澄联双盈投资合伙企业（有限合伙）（以 下简称"澄联双盈"）与夏继发分别签署《关于江苏长龄液压股份有限公司之股份 转让协议》，核芯听涛、澄联双盈拟协议收购夏继发、夏泽民持有的长龄液压 43,211,714 股股份，占长龄液压股份总数的 29.99%。 本次要约收购为核芯破浪向除收购人及其一致行动人以外的长龄液压全 体股东发出的部分要约， ...

Group 1 - The core point of the article is that Hexin Bolang intends to make a tender offer to acquire 17,290,448 shares of Changling Hydraulic, representing 12.00% of the total share capital, at a price of 36.24 yuan per share [1] - The tender offer is contingent upon Hexin Tingtao and Chenglian Shuangying acquiring 43,211,714 shares of the company [1] - Upon completion of the tender offer, Hexin Bolang and its concerted parties will hold a maximum of 60,502,162 shares, accounting for 41.99% of the total share capital [1] Group 2 - The tender offer is not aimed at terminating the company's listing status [1] - The company's stock will resume trading on July 11 [1]

长龄液压（605389）公告，核芯破浪向除收购人及其一致行动人以外的长龄液压全体股东发出的部分要 约，预定要约收购股份数量为1729.04万股股份(占上市公司股份比例为12.00%)，要约收购价格为36.24 元/股。本次要约收购以核芯听涛、澄联双盈拟协议收购夏继发、夏泽民持有的长龄液压4321.17万股股 份为前提。收购完成后，收购人核芯破浪及其一致行动人最多合计持有长龄液压6050.22万股股份，占 上市公司股份总数的41.99%。本次要约收购所需资金总额预计不超过6.27亿元，核芯破浪已于公告前将 1.26亿元存入中登公司指定账户，作为本次要约收购的履约保证金。 ...

Summary of Key Points Core Insights - The report highlights the listing and trading activities of various ETFs and bonds on July 10, 2025, indicating a busy market day with multiple announcements regarding suspensions and resumption of trading for various financial instruments [1][2][3][4][5][6][7][8][9]. Group 1: Listings and Trading Activities - The report mentions the listing of 127110 Guanghe Convertible Bond and 301603 Qiaofeng Intelligent on July 10, 2025, marking significant events for these financial instruments [1]. - Several ETFs, including 159209 China Merchants CSI All-Share Dividend Quality ETF and 159232 Southern CSI All-Share Free Cash Flow ETF, announced dividend distributions and were temporarily suspended from trading during specific hours on the same day [1]. - The report notes that multiple ETFs, such as 159351 Jiashi CSI A500 ETF and 159355 Huabao CSI 800 Dividend Low Volatility ETF, also experienced similar trading suspensions due to dividend announcements [1]. Group 2: Special Suspensions - The report details the special suspension of stock 000545 Jinpu Titanium Industry due to significant asset restructuring and related transactions, effective from July 1, 2025 [2]. - Other financial instruments, including various SCPs from Zhonglin Group, have been suspended since November 21, 2023, indicating ongoing issues or restructuring within those entities [2][3][4][5][6][7][8][9]. Group 3: General Market Activity - The report reflects a general trend of increased market activity with multiple announcements of trading suspensions and resumption, indicating a dynamic environment for investors [1][2][3][4][5][6][7][8][9]. - The focus on dividend announcements and asset restructuring suggests a strategic shift among companies to enhance shareholder value and manage financial health [1][2][3][4][5][6][7][8][9].

Core Viewpoint - The actual controllers of Changling Hydraulic, Xia Jifa and Xia Zemin, are planning to transfer the company's control for the second time within six months due to poor business performance and declining profits [1][4][6]. Group 1: Control Transfer Plans - On July 3, Changling Hydraulic announced that its actual controllers are planning a significant matter that may lead to a change in control, resulting in a stock suspension starting July 4 [2][3]. - This is the second time this year that the company has planned a control transfer, with the first attempt in January ending in failure due to disagreements on core terms with the potential buyer [4][5]. - If the current control transfer is completed, it is expected that nearly 30% of the shares will be transferred, potentially allowing the controllers to cash out approximately 1.6 billion yuan based on the last trading price of 38.21 yuan per share [5]. Group 2: Business Performance - Since its listing in 2021, Changling Hydraulic has experienced a decline in both revenue and net profit, with net profit decreasing for four consecutive years from 2021 to 2024 [6][7]. - The company's revenue figures from 2021 to 2024 show slight fluctuations, with net profits dropping significantly: 2.02 billion yuan in 2021 to 0.95 billion yuan in 2024, reflecting a decline of 14.56% to 6.84% year-on-year [7]. - In the first quarter of 2023, the company reported a revenue of 2.19 billion yuan and a net profit of 0.31 billion yuan, both showing year-on-year declines [7]. Group 3: Acquisition Attempts - In 2023, Changling Hydraulic attempted to diversify into the photovoltaic sector by acquiring a 70% stake in Jiangyin Shangchi Machinery for 336 million yuan, but the acquisition has not yielded significant results [8][9]. - The acquired company, Jiangyin Shangchi, had previously achieved notable revenue and profit figures, but Changling Hydraulic's performance post-acquisition has been disappointing, with the acquired entity failing to meet its profit commitments in 2024 [10]. Group 4: Financial Health - The company's accounts receivable have increased, reaching 409 million yuan by the end of the first quarter of this year, a year-on-year increase of 22.09%, while revenue has been declining [11].

Group 1 - The company, Jiangsu Changling Hydraulic Co., Ltd., is undergoing a significant matter that may lead to a change in control, as indicated by its controlling shareholders, Mr. Xia Jifa and Mr. Xia Zemin [1][2]. - The company's stock (stock code: 605389, stock abbreviation: Changling Hydraulic) has been suspended from trading since July 4, 2025, to ensure fair information disclosure and protect investor interests [2][3]. - The company anticipates that the stock will continue to be suspended for no more than three trading days, with a resumption expected on July 8, 2025 [2]. Group 2 - The company will fulfill its information disclosure obligations in accordance with relevant laws and regulations during the suspension period, and will issue timely announcements once the matter is confirmed [3]. - Investors are advised to pay attention to the company's subsequent announcements regarding the ongoing negotiations and the potential impact on the company's control [3].

Core Viewpoint - The company, Changling Hydraulic, is undergoing a potential change in control, leading to a suspension of its stock trading for an estimated period of no more than three trading days [2]. Group 1: Stock Suspension and Control Change - Changling Hydraulic announced that its stock will continue to be suspended from trading starting July 8, due to ongoing discussions regarding a significant matter that may result in a change of control [2]. - The company's major shareholders, Xia Jifa and Xia Zemin, are currently negotiating key terms of the transaction with the involved parties, which requires internal approval processes [2]. Group 2: Historical Context and Previous Suspensions - The company was listed on the Shanghai Stock Exchange on March 22, 2021, with a three-year lock-up period for its controlling shareholders, which will expire on March 22, 2024 [3]. - In January 2023, the company also suspended trading due to a similar situation regarding a potential change in control, which was later terminated due to disagreements on core terms with the transaction party [3]. Group 3: Financial Performance - For the year 2024, Changling Hydraulic reported a revenue of 883 million yuan, representing a year-on-year increase of 9.75%, while the net profit attributable to shareholders decreased by 6.84% to approximately 94.73 million yuan [4]. - This marks the fourth consecutive year of declining net profit since the company went public, contrasting with a steady increase in net profit from 2017 to 2020 [4].

江苏长龄液压股份有限公司 关于筹划控制权变更事项继续停牌的公告 证券代码：605389 证券简称：长龄液压 公告编号：2025-025 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： 证券停复牌情况：适用 因江苏长龄液压股份有限公司（以下简称"公司"）控股股东、实际控制人 夏继发先生、夏泽民先生正在筹划重大事项，该事项可能导致公司控制权发生变 更。本公司的相关证券停复牌情况如下： | 证券代码 | 证券简称 | 停复牌类型 | | 停牌起始日 | 停牌 期间 | 停牌终止日 | 复牌日 | | --- | --- | --- | --- | --- | --- | --- | --- | | 605389 | 长龄液压 | 股 A | 停牌 | 2025/7/8 | | | | 公司近日收到控股股东、实际控制人夏继发先生、夏泽民先生通知，其正在 筹划重大事项，该事项可能导致公司控制权发生变更。 鉴于该事项正在洽谈中，尚存不确定性，为保证公平信息披露，维护投资者 利益，避免造成公司股价异常波动，根据《上海证券交易 ...

Market Overview - The US stock market saw significant gains, with the S&P 500 and Nasdaq indices reaching all-time closing highs for the third consecutive week. The Dow Jones increased by 0.77%, the S&P 500 rose by 0.83%, and the Nasdaq gained 1.02% [4] - Technology stocks generally performed well, with Nvidia rising by 1.3% to a market capitalization of $3.89 trillion, approaching Apple's record for the highest global market value. Amazon, Microsoft, Meta Platforms, and Alphabet also saw gains, while Tesla experienced a slight decline of 0.1% [4] - The Nasdaq Golden Dragon China Index rose by 0.40%, with notable increases in stocks like Xpeng Motors and iQIYI, while Alibaba and JD.com saw declines of over 1% [4] Economic Data - The US Labor Department reported an increase of 147,000 non-farm jobs in June, significantly exceeding analysts' expectations of 110,000, marking a 33% increase. The unemployment rate fell to 4.1%, better than the anticipated 4.3% [4] - Average hourly earnings rose by 0.2% month-over-month and increased by 3.7% year-over-year, indicating moderate wage growth that may help alleviate inflationary pressures [4] - The US Commerce Department reported that the trade deficit widened to $71.5 billion in May, surpassing the expected $70.9 billion, with exports decreasing by 4% to $279 billion and imports slightly declining to $350.5 billion [5] Company Announcements - Alibaba Group announced plans to issue zero-coupon exchangeable bonds totaling approximately HKD 12 billion, maturing in 2032, with proceeds aimed at cloud computing infrastructure and international e-commerce development. The bonds will reference Alibaba Health's shares listed in Hong Kong [9] - Hualing Steel reported that Xintai Life Insurance has acquired a 5% stake in the company, indicating potential future increases in their holdings [10][11] - Vanke A has applied for a loan of up to CNY 6.249 billion from Shenzhen Metro Group, which is also the largest shareholder with a 27.18% stake [12] - Changling Hydraulic announced that its controlling shareholders are planning a change in control, leading to a temporary suspension of its stock [13] - China Merchants Bank received approval to establish a wholly-owned subsidiary, China Merchants Financial Asset Investment Co., with a registered capital of CNY 15 billion, aimed at market-oriented debt-to-equity swaps and equity investment [14]