证券代码：000573 证券简称：粤宏远 A 公告编号：2025-034 东莞宏远工业区股份有限公司 主要内容提示： 2025 年 6 月 7 日，公司已披露了《关于拟终止筹划重大资产重组的提示性 公告》。本次筹划重大资产重组仅处于筹划阶段，交易各方经多次磋商仍未能就 交易价格等核心条款达成一致，未能达成交易方案和正式股份转让协议，经友好 协商和审慎研究，拟终止本次筹划重组事项。 2025 年 6 月 19 日，公司与朱康建、吴尚清夫妇，及其控制的广州伟康达投 资咨询有限公司、共青城特利投资合伙企业（ 有限合伙）、共青城海蓝投资合伙 企业 有限合伙）、共青城得胜投资合伙企业 有限合伙）签署了《<股份转让 之意向协议>之终止协议》，鉴于交易各方未能就本次交易的交易价格等核心条 款达成一致，未能达成最终方案和正式协议。经交易各方一致同意，终止本次筹 划的重大资产重组事项。 一、本次筹划的重大资产重组基本情况 （一）交易对方：朱康建、吴尚清夫妇，及其控制的广州伟康达 投资咨询有限公司、共青城特利投资合伙企业 （有限合伙）、共青城 海蓝投资合伙企业 （有限合伙）、共青城得胜投资合伙企业 （有限合 伙）。标的公司：博创 ...

《关于终止筹划重大资产重组事项的议案》 表决结果：6 票同意、0 票反对、0 票弃权；议案获得通过。 证券代码：000573 证券简称：粤宏远A 公告编号：2025-033 东莞宏远工业区股份有限公司董事会决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记载、误 导性陈述或重大遗漏。 一、董事会会议召开情况 东莞宏远工业区股份有限公司第十一届董事会第十八次会议于 2025 年 6 月 19 日在东莞市南城街道宏远大厦 16 楼会议室召开，此 次临时会议通知于 2025 年 6 月 17 日以书面方式发出，会议应出席的 董事 6 人，实际出席会议的董事 6 人，会议由公司董事长周明轩先生 主持。本次会议的召开符合公司法和公司章程的规定。 二、董事会会议审议情况 会议审议以下议案： 会议同意公司与本次筹划重组事项的标的公司博创智能装备股 份有限公司及其主要股东、实际控制人签署《<股份转让之意向协议> 之终止协议》,终止本次筹划的重大资产重组事项。 以上议案具体详情请见与本公告同期披露于巨潮资讯网的《关于 终止筹划重大资产重组的公告》。 三、备查文件 经与会董事签字并加盖董事会印章的董事 ...

Group 1 - The company has decided to terminate the major asset restructuring plan due to failure to reach an agreement on key terms such as transaction price with the counterparty [1] - Following the termination agreement, the counterparty is required to return the earnest money of 130 million yuan to the company within 10 working days from the effective date of the termination agreement [1]

Core Viewpoint - The company, Yuehongyuan A, announced the termination of its major asset restructuring plan, leading to a significant drop in its stock price, reflecting market concerns about its future growth and strategic direction [2][4][6]. Group 1: Restructuring Announcement - On June 6, Yuehongyuan A announced the termination of its major asset restructuring plan, which had been in progress since January 3, aimed at acquiring approximately 60% of Bochuang Intelligent Equipment [2][4]. - The company emphasized that the termination does not mean a complete abandonment of restructuring efforts and that it will continue to explore future opportunities while ensuring compliance and protecting shareholder interests [2][4][5]. - The termination was attributed to disagreements over core terms such as pricing, which is a common reason for such outcomes in the current market environment [4][6]. Group 2: Stock Price Impact - Following the announcement, Yuehongyuan A's stock price fell sharply, with a 9.93% drop on June 9 and a further decline of 0.98% on June 10, closing at 4.04 yuan per share [2]. - Prior to the announcement, the stock had experienced a significant increase, rising 77.24% from 3.12 yuan to 5.53 yuan between January 2 and January 10 [4]. Group 3: Business Transition Challenges - The company is facing significant challenges in its transition from a traditional real estate business to high-end equipment manufacturing, as indicated by its declining revenue from real estate, which dropped from 93.55% in 2017 to an estimated 10.46% in 2024 [6][7]. - The company's reliance on its recycling business for revenue has increased, with waste lead-acid battery recovery accounting for 87.54% of its revenue in 2024, but with a low gross margin of 3.19% [7]. - The company has reported continuous losses in its net profit since 2023, indicating a weak ability to generate profits from its core operations [7][8]. Group 4: Future Strategic Direction - Despite the termination of the restructuring plan, the company plans to continue optimizing its existing business and exploring new opportunities in industries supported by national policies [8]. - The company has previously attempted to diversify into the new energy vehicle battery recycling sector but has since halted those plans [8].

Group 1: Company Strategy and Restructuring Plans - The original plan for restructuring aimed to acquire approximately 60% of Bochuang Intelligent's shares to enter the intelligent equipment manufacturing sector, creating a second growth curve and enhancing overall profitability [2][4] - Following the termination of the restructuring, the company will continue to optimize its existing business and explore new targets in encouraged industries with reasonable valuations [2][4] Group 2: Market Confidence and Stock Price Stability - The termination of the major asset restructuring was due to the failure to reach an agreement on the transaction price, which is considered a normal market outcome, not a sign of the company's wavering commitment to seeking new development directions through mergers and acquisitions [3][4] - The company believes that the most effective long-term measure to stabilize stock prices is to achieve substantial operational development [3] Group 3: Future Restructuring Considerations - The termination does not imply a complete abandonment of restructuring; the company will actively seek quality assets or transformation projects that align with its strategic development [4] - If similar plans are restarted, the company will emphasize compliance, thorough due diligence, and reasonable valuations to minimize negotiation deadlocks, acknowledging that negotiations can be complex and challenging [4] Group 4: Investor Communication and Perception - The company disagrees with the notion of "deceptive restructuring," asserting that pursuing mergers and acquisitions for industrial transformation is a necessary strategy [4] - The company has invested 130 million yuan in earnest money and has conducted extensive due diligence and negotiations, with the core reason for termination being the failure to agree on pricing [4][5]

Group 1 - The core issue leading to the termination of major asset restructurings among listed companies is the inability to reach an agreement on key terms, particularly the transaction price [5][6][7] - Since 2025, over 20 listed companies have announced the failure of significant asset restructurings, including well-known firms such as Guozhong Water, China Merchants Energy, and Haier Biomedical [1][5] - Companies like Yuehongyuan A and *ST Shuangcheng have also faced similar issues, primarily due to disagreements on pricing [7][11] Group 2 - Market environment changes and prolonged negotiation periods have contributed to the abandonment of restructuring plans, as seen in cases like Xinno and Antong Holdings [9][10] - The complexity of transaction structures and the presence of asset ownership issues have also been significant factors in the failure of mergers and acquisitions [11][12] - The need for effective communication and coordination among parties involved in the transaction is crucial to avoid misunderstandings and ensure successful negotiations [17][19] Group 3 - Recent policy initiatives, such as the revised "Major Asset Restructuring Management Measures," aim to enhance the merger and acquisition market's activity and success rates [14][15] - Companies are encouraged to conduct thorough due diligence and risk assessments as foundational steps in the merger process [16] - Establishing a joint working group and regular communication mechanisms can help address disputes and facilitate smoother negotiations [18][19]

Group 1: Retail Industry Innovation - Guangzhou has been selected as one of the first batch of national retail innovation pilot cities, which is expected to promote innovation in the retail sector and enhance consumer vitality and commercial competitiveness [1] Group 2: Talent Acquisition in Hong Kong - The Hong Kong government is actively recruiting international high-end talent to drive economic and social development, aligning with its "Eight Centers" strategic positioning [2] Group 3: Housing Market in Shenzhen - Shenzhen has expanded the use of housing provident fund, allowing eligible homebuyers to withdraw funds for down payments, aimed at alleviating housing purchase pressure and stimulating market consumption [3] Group 4: Scientific Innovation - The China Spallation Neutron Source in Dongguan will be upgraded with a "domestic engine," marking a significant breakthrough in self-innovation and reducing reliance on imports in the field of high-end RF devices [4] Group 5: Shenzhen Stock Market Performance - The Shenzhen Component Index closed at 10,250.14 points, up by 0.65% [5] Group 6: Stock Performance - Leading stocks in Shenzhen include Jinji Co., Ltd. with a price of 8.81 yuan and a rise of 20.03%, Qide New Materials at 42.28 yuan with a rise of 20.01%, and Erkang Biochemical at 56.70 yuan with a rise of 20.00% [6] - Declining stocks include Yuehongyuan A at 4.08 yuan with a drop of 9.93%, Meizhi Co., Ltd. at 10.81 yuan with a drop of 9.01%, and Leidi Ke at 63.15 yuan with a drop of 7.81% [6]

Financial News - Dongguan Rural Commercial Bank ranked last among 72 bond underwriters and received a D rating, which may lead to the cancellation of its business qualifications if it continues to be rated D for two consecutive years [2][3] - The bank faced administrative penalties totaling 800,000 yuan due to inadequate bond underwriting management and inappropriate sales of insurance products to elderly clients [2] Listed Company Dynamics - Jincheng Holdings' controlling shareholder is set to auction 35 million shares, representing 16.59% of its holdings and 3.91% of the company's total shares, due to debt issues [4][5] - The auction is scheduled for July 7-8, 2025, following a previous successful auction of 32.3 million shares [5] - Jiahe Intelligent plans to acquire the German audio brand Beyerdynamic for approximately 1.22 billion euros (about 996 million yuan), aiming to enhance its market competitiveness in the high-end audio sector [6][7] - Lvtong Technology intends to acquire at least 51% of Jiangsu Damo Semiconductor, aiming to diversify from its current electric vehicle business amid declining performance since its IPO [8][9] - Yuehongyuan A announced the termination of its plan to acquire 60% of Bochuang Intelligent due to disagreements over transaction pricing [10] - Zhongsheng Pharmaceutical plans to redirect approximately 103 million yuan of its fundraising to new drug development projects, terminating previous projects related to anti-tumor drug research and digital platform upgrades [11][12] - Shenglan Co., Ltd. received approval from the Shenzhen Stock Exchange for its plan to issue convertible bonds not exceeding 450 million yuan for various production and research projects [13]

Core Viewpoint - The company, Yuehongyuan A, has terminated its major asset restructuring plan aimed at transforming from a real estate company to a high-end equipment manufacturing enterprise, indicating a failed transition effort [1][2]. Group 1: Restructuring Details - The restructuring plan was initiated on January 2, with the intention to acquire approximately 60% of Bochuang Intelligent Equipment Co., which would have made it a subsidiary [2]. - The termination was announced on June 6, citing disagreements among parties regarding the final terms of the transaction, particularly the price [1][2]. - Prior to the termination, the restructuring was a focal point of investor inquiries, with significant market interest noted [1]. Group 2: Stock Performance and Investor Activity - Following the announcement of the restructuring plan, Yuehongyuan A's stock price surged from 3.12 yuan on January 2 to 5.53 yuan by January 10, marking a 77.24% increase [3]. - Three individual investors entered the top ten shareholders list before the restructuring announcement and were absent from the list after the termination, suggesting they may have profited from the stock price increase [1][5]. Group 3: Financial Performance and Future Plans - In the 2024 annual report, the company reported total revenue of 490 million yuan, a year-on-year increase of 38.98%, but also a net loss of approximately 47.7 million yuan due to low revenue from real estate and decreased investment income [6]. - The company’s revenue from real estate activities accounted for only 10.46% of total revenue, while the recycling of waste lead-acid batteries contributed 87.54% [6]. - The company aims to seek a second growth curve and optimize its core business, although it cannot fully replace its real estate operations with the recycling business at this time [6][7].

Core Viewpoint - The major asset restructuring plan of Dongguan-based real estate company Yuehongyuan A to acquire approximately 60% of Bochuang Intelligent Equipment Co., Ltd. has been terminated due to a failure to reach consensus on transaction pricing after five months of negotiations [1][2][4]. Group 1: Restructuring Details - The restructuring process began on January 2, 2025, when Yuehongyuan A signed a letter of intent with the actual controller of Bochuang Intelligent, planning to acquire the target company's 60% equity for cash [4]. - Yuehongyuan A paid a sincerity deposit of 130 million yuan, and Bochuang Intelligent pledged 30% of its equity as collateral for the transaction [4]. - Despite improving collateral measures and ongoing due diligence, persistent price discrepancies led to the failure to sign a formal transfer agreement, resulting in the amicable termination of the restructuring on June 6 [4][6]. Group 2: Financial Performance - Yuehongyuan A reported a revenue of 490 million yuan for 2024, a year-on-year increase of 38.98%, but incurred a net loss of 47.6984 million yuan [4]. - In the first quarter of 2025, the company's net profit surged by 721.81% to 113 million yuan, primarily driven by gains from coal mine rights transfer [6]. Group 3: Strategic Implications - The company emphasized that the risk is overall controllable, with the 130 million yuan sincerity deposit secured through dual guarantees, and it will not affect existing business operations [7]. - The company stated that its transformation strategy remains intact but will become more flexible, focusing on state-supported real industries rather than being limited to high-end manufacturing [7]. - The termination of this restructuring highlights the deep challenges of cross-industry mergers, particularly the valuation logic differences between traditional industries and technology companies [7].