Core Viewpoint - Victory Co., Ltd. plans to acquire gas-related assets controlled by its major shareholder and related parties through a combination of issuing shares and cash payments, aiming to enhance its market position in the gas industry [1] Company Summary - After the transaction, Victory Co., Ltd. will control 100% of Zhongyou Zhuhai, 100% of Tianda Shengtong, 100% of Nantong Zhongyou, and 80% of Ganhe Zhongyou [1] - The total amount of funds raised will not exceed 100% of the asset transaction price through share issuance, with the number of shares issued not exceeding 30% of the total share capital post-transaction [1] - The company aims to leverage synergies, integrate industry resources, enhance profitability, and deepen its gas industry value chain layout through this transaction [1] Industry Summary - The transaction aligns with industry development trends and is expected to significantly enhance the company's core competitiveness and market position in the gas business [1] - Victory Co., Ltd. holds a significant position in the natural gas and plastic pipeline sectors, with over 30 wholly-owned and controlled natural gas companies and 14 regional gas franchise rights [1] - The company serves over 1.5 million users and aims to optimize its gas business layout and increase market share by further deepening the collaborative development model of high-quality assets [1]

Core Viewpoint - Victory Co., Ltd. plans to acquire gas-related assets controlled by its major shareholder and related parties through a combination of issuing shares and cash payments, aiming to enhance its market position and profitability in the gas industry [1] Group 1: Transaction Details - The transaction will result in Victory Co., Ltd. controlling 100% of Zhongyou Zhuhai, 100% of Tianda Shengtong, 100% of Nantong Zhongyou, and 80% of Ganhe Zhongyou [1] - The total amount of funds raised will not exceed 100% of the asset purchase price through share issuance, with the number of shares issued not exceeding 30% of the total share capital post-transaction [1] Group 2: Strategic Implications - The company aims to leverage synergies, integrate industry resources, and enhance profitability through this transaction, aligning with industry development trends [1] - The completion of the transaction is expected to significantly strengthen the company's core competitiveness and improve its market position in the gas business [1] Group 3: Current Market Position - Victory Co., Ltd. holds a significant position in the natural gas and plastic pipeline sectors, with over 30 wholly-owned and controlled natural gas companies and 14 regional gas operating rights [1] - The company serves over 1.5 million users and has a stake in a liquefied natural gas receiving station controlled by the national pipeline network [1] - To optimize its gas business layout and increase market share, the company seeks to deepen the collaborative development model of high-quality assets and expand market coverage [1]

Core Viewpoint - Victory Co., Ltd. has seen significant stock price increases this year, with a notable rise in recent trading days, indicating strong market interest and potential growth opportunities [2]. Company Overview - Victory Co., Ltd. is located in Jinan, Shandong Province, and was established on May 11, 1994, with its stock listed on July 3, 1996. The company primarily engages in plastic pipelines, biotechnology, domestic and foreign trade, chemical pesticides, and natural gas terminal application services [2]. - The company's revenue composition is as follows: 76.33% from natural gas and value-added services, and 23.67% from equipment manufacturing [2]. - As of September 30, 2025, the number of shareholders is 46,700, an increase of 3.11% from the previous period, with an average of 18,767 circulating shares per shareholder, a decrease of 3.02% [2]. Stock Performance - Year-to-date, Victory Co., Ltd. stock has increased by 35.58%, with a 20.53% rise over the last five trading days, and a 31.61% increase over both the last 20 and 60 days [2]. - On November 12, the stock reached a peak price of 4.58 CNY per share, with a trading volume of 10.583 million CNY and a turnover rate of 0.26%, resulting in a total market capitalization of 4.031 billion CNY [1]. Financial Performance - For the period from January to September 2025, the company reported a revenue of 3.042 billion CNY, a year-on-year decrease of 5.07%, while the net profit attributable to shareholders was 120 million CNY, reflecting a year-on-year increase of 9.43% [2]. - Since its A-share listing, the company has distributed a total of 361 million CNY in dividends, with 103 million CNY distributed over the past three years [3]. Institutional Holdings - As of September 30, 2025, the top ten circulating shareholders of Victory Co., Ltd. have seen changes, with CITIC Prudential Multi-Strategy Mixed (LOF) A exiting the list [3].

Core Viewpoint - The company has issued a correction regarding the net cash flow from investment activities for the period of January to September 2025, acknowledging a typographical error in the previously disclosed financial data [1][2]. Group 1 - The company disclosed the asset acquisition and fundraising plan on November 11, 2025, through various financial news platforms [1]. - The correction pertains specifically to the "net cash flow from investment activities" section of the consolidated cash flow statement [1]. - The company has apologized to investors for the typographical error in the financial data [1].

Core Viewpoint - Victory Shares (000407.SZ) is initiating a restructuring plan to strengthen its gas industry layout by acquiring four gas-related companies controlled by its major shareholder [2][7]. Group 1: Restructuring Details - The restructuring involves purchasing 100% equity of Zhongyou Gas (Zhuhai Hengqin) Co., Ltd., Tianda Shengtong New Energy (Zhuhai) Co., Ltd., and Nantong Zhongyou Gas Co., Ltd., as well as 80% equity of Qinghai Zhongyou Ganhua Industrial Park Gas Co., Ltd. [2][4][6]. - The transaction will be executed through a combination of issuing shares and cash payments, with the final transaction price and share issuance details yet to be determined [6][7]. Group 2: Financial Performance - As of September 2025, the total assets of the four target companies amount to 2.171 billion yuan, with a combined net profit of 222 million yuan for the first nine months of 2025 [11][12]. - Victory Shares reported a revenue of 3.042 billion yuan for the first nine months of 2025, a decrease of 5.07% year-on-year, while its net profit attributable to shareholders increased by 9.43% to 120 million yuan [12]. Group 3: Market Reaction - Following the announcement of the restructuring plan, Victory Shares' stock price hit the daily limit, closing at 4.16 yuan per share, reflecting a 10.05% increase [3][8]. Group 4: Strategic Implications - The acquisition is expected to enhance Victory Shares' core competitiveness in the gas sector, as the target companies primarily provide natural gas application services to industrial, commercial, and residential sectors [7][9]. - The restructuring aligns with the healthy development of the renewable energy and gas industry, allowing Victory Shares to optimize its gas business layout and increase market share [9][10].

Group 1 - Shandong Shengli Co., Ltd. plans to acquire equity in four gas companies controlled by its major shareholder to integrate downstream urban gas assets [1] - The natural gas industry in China is undergoing a comprehensive transformation across the entire value chain, from upstream exploration to downstream applications [1] - The move indicates that large gas groups are accelerating the securitization of quality assets to enhance operational efficiency and gain a competitive edge in the evolving energy service market [1][2] Group 2 - The natural gas market is expected to grow significantly, with the goal of increasing its share in primary energy consumption to around 15% by 2030, indicating vast growth potential [1] - Companies are actively pursuing both organic growth and mergers and acquisitions to strengthen their positions in the industry [2] - Leading companies like Hengtong Logistics and Weichai Power are optimizing their operations and investing in new technologies to capitalize on market opportunities in LNG and gas engines [2][3] Group 3 - The integration of "natural gas+" with various new energy sources presents significant development potential for companies [3] - Vertical integration allows companies to better control resources across the supply chain, reduce operational costs, and enhance risk resilience [3] - Focusing on specific segments can help companies build technological barriers and brand advantages, thereby improving core competitiveness [3]

Core Viewpoint - Victory Shares has announced a significant asset restructuring plan focused on the deep integration and expansion of its gas business, which has been approved by the board of directors and is set to involve related party transactions [1][2][5]. Group 1: Restructuring Details - The restructuring involves acquiring assets from its controlling shareholder, China Oil Gas Investment Group, and its affiliates, including Tian Da Li Tong New Energy and China Oil Zhong Tai Gas Investment Group [1][2]. - The acquisition includes 100% equity of China Oil Gas (Zhuhai Hengqin), 100% equity of Tian Da Sheng Tong New Energy, 51% equity of Nantong Zhong Oil Gas, and 40% equity of Ganhe Zhong Oil [2][3]. - Post-acquisition, Victory Shares will directly hold 100% of China Oil Zhuhai and Tian Da Sheng Tong, and will control 100% of Nantong Zhong Oil and 80% of Ganhe Zhong Oil [3]. Group 2: Strategic Intent - The transaction aims to solidify the core business of natural gas, which accounted for 77.75% of the company's revenue in the 2024 annual report [3]. - The company intends to secure more low-cost long-term gas supply agreements to mitigate procurement cost fluctuations [3]. - The restructuring aligns with national policy to promote the integration of quality gas assets and enhance the company's profitability and shareholder equity [3]. Group 3: Financial Aspects - The transaction will involve both share issuance and cash payments, with a share price set at 3.07 yuan per share, which is 80% of the average trading price over the previous 20, 60, or 120 trading days [5]. - Victory Shares plans to raise funds from no more than 35 specific investors, with the total amount capped at 100% of the transaction price and the number of shares issued not exceeding 30% of the total post-transaction shares [5]. - The raised funds will be allocated for cash payments, intermediary fees, repayment of bank loans, and project construction for the acquired companies [5]. Group 4: Transaction Conditions - A transitional profit and loss arrangement has been established, where profits from the acquired assets during the transition period will belong to Victory Shares, while losses will be compensated by the transaction parties in cash [6]. - The audit and evaluation work related to the transaction is still ongoing, and the final transaction price has not yet been determined [6].

Market Overview - On November 11, the A-share market saw a total of 82 stocks hitting the daily limit up, with 67 stocks after excluding 15 ST stocks, resulting in an overall limit-up rate of 70.09% [1] Stock Performance - Victory Shares had the highest limit-up order volume at 597,800 hands [2] - ST Zhongdi achieved an 18-day consecutive limit-up, while Moen Electric had 6 consecutive days [2] - 32 stocks had limit-up order funds exceeding 100 million yuan, with Fulongma, Victory Shares, and Yongtai Technology leading with 253 million yuan, 249 million yuan, and 239 million yuan respectively [2] Notable Stocks - Fulongma closed at 35.10 yuan with a limit-up order volume of 7.19 million and a market cap increase of 28.87% due to factors like winning bids and environmental sanitation equipment [3] - Victory Shares closed at 4.16 yuan with a limit-up order volume of 59.78 million, driven by gas acquisitions and shale gas developments [3] - Yongtai Technology closed at 25.04 yuan, with a limit-up order volume of 9.53 million, attributed to fluorinated liquids and lithium battery materials [3] - Weixinno and Renmin Tongtai had 2 consecutive limit-ups, with Weixinno's stock price at 10.25 yuan and Renmin Tongtai at 11.36 yuan [3]

更正前： 单位：万元 | 项目 | 2025 | 年 1-9 | 月 | 年度 2024 | 年度 2023 | 年度 2022 | | --- | --- | --- | --- | --- | --- | --- | | 经营活动产生的现金流量 净额 | | -4,479.16 | | 31,776.97 | 47,592.92 | 26,910.79 | | 投资活动产生的现金流量 净额 | | 19,6354.88 | | 20,049.63 | -14,940.99 | -12,635.13 | | 筹资活动产生的现金流量 净额 | | -33,818.25 | | -54,993.41 | -13,476.30 | -20,694.95 | | 现金及现金等价物净增加 额 | | -18,661.54 | | -3,166.81 | 19,175.62 | -6,419.30 | 证券代码：000407 证券简称：胜利股份 公告编号：2025-039 号 更正后： 山东胜利股份有限公司董事会公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假记载、 误导性陈述或重大遗漏。 山东 ...

证券代码：000407 上市地点：深圳证券交易所 证券简称：胜利股份 发行股份及支付现金购买资产并募集配套资金 暨关联交易预案 （修订稿） | 项目 | 交易对方 | | --- | --- | | 发行股份及支付现金购买资产 | 中油燃气投资集团有限公司、天达利通新能源（珠海） | | | 有限公司、中油中泰燃气投资集团有限公司 | | 募集配套资金 | 不超过 名符合条件的特定投资者 35 | 二〇二五年十一月 上市公司声明 本公司及全体董事、高级管理人员保证本预案及其摘要的内容真实、准确、 完整，不存在虚假记载、误导性陈述或重大遗漏，并对其真实性、准确性和完整 性承担相应的法律责任。 本公司控股股东及其一致行动人、实际控制人、董事、高级管理人员承诺， 如本次交易因所披露或提供的信息涉嫌虚假记载、误导性陈述或者重大遗漏，被 司法机关立案侦查或者被中国证监会立案调查的，在形成调查结论以前，不转让 在上市公司拥有权益的股份，并于收到立案稽查通知的两个交易日内将暂停转让 的书面申请和股票账户提交上市公司董事会，由上市公司董事会代为向证券交易 所和证券登记结算机构申请锁定；未在两个交易日内提交锁定申请的，授权上市 ...