Core Viewpoint - Lanzhou Huanghe is determined to invest in the beverage industry despite facing challenges from industry shrinkage and competition from major players [1][5] Group 1: Company Strategy - Lanzhou Huanghe announced the acquisition of a 50.6329% stake in Wuzhong Yiwang Juice Co., Ltd. from Xi'an Chunguang Beverage Co., Ltd. for 0 yuan, committing to invest 26.9175 million yuan [1] - The newly established beverage company will focus on juice investment and development, aiming to enhance upstream and downstream synergy, optimize business structure, and explore new profit growth points [1][3] - The company plans to establish a new beverage company with a registered capital of 70 million yuan, with Lanzhou Huanghe holding a 51% stake [3] Group 2: Financial Performance - In the first half of the year, Lanzhou Huanghe's revenue decreased by 15.81% to 96.8357 million yuan, and the net profit attributable to shareholders was -11.9132 million yuan, a decline of 45.29% [6] - The company has 91.9128 million yuan in cash, and the two transactions will cost 62.6175 million yuan, indicating a significant financial commitment to the new projects [5] Group 3: Market Position and Competition - Lanzhou Huanghe once held over 70% market share in Gansu but has faced declining profits due to internal conflicts and competition from major brands like Budweiser and Tsingtao [3][6] - Competitors in the beverage sector, such as Yanjing Beer and Chongqing Beer, are also expanding their product lines, increasing the competitive pressure on Lanzhou Huanghe [6] Group 4: Future Outlook - The new actual controller, Tan Yuexin, has identified 2025 as a critical year for the company to return to profitability [3] - Analysts suggest that Lanzhou Huanghe should focus on innovative products that combine regional characteristics and health trends to differentiate itself from larger competitors [6]

证券代码：000929 证券简称：*ST 兰黄 公告编号：2025（临）-64 兰州黄河企业股份有限公司 关于购买股权的公告 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。 特别提示： 1. 兰州黄河企业股份有限公司（以下简称"公司"或"兰州黄河"）拟以 0 元受让西安淳果饮品有限公司（以下简称"西安淳果"或"交易对方"）持 有的吴忠市义旺果汁有限公司（以下简称"义旺果汁"或"标的公司"） 50.6329%的股权（对应人民币 500.00 万元注册资本，尚未履行出资义务， 以下简称"标的股权"），并以自有或自筹资金 26,917,521.60 元履行受 让标的股权项下所对应的全部出资义务，其中 5,000,000.00 元计入标的公 司注册资本，21,917,521.60 元计入标的公司资本公积。本次交易完成后， 义旺果汁将成为公司的控股子公司，纳入公司合并报表范围。 2. 根据《深圳证券交易所股票上市规则》《深圳证券交易所上市公 司自律监管指引第 1 号——主板上市公司规范运作》等相关规定，本次交 易不构成关联交易，不构成《上市公司重大资产重组管理办法》规定 ...

Group 1 - The company held its 14th meeting of the 12th Board of Directors on September 4, 2025, to discuss urgent matters, with all 9 directors present [2][3][4] - The board unanimously approved the proposal to purchase a 50.6329% stake in Wuzhong Yiwang Juice Co., Ltd. [5][6] - The board also approved a proposal regarding passive financial assistance formed due to the equity purchase, which will be submitted to the shareholders' meeting for review [8][11] Group 2 - The company will hold its fourth extraordinary shareholders' meeting on September 25, 2025, to discuss the approved proposals [14][16] - The meeting will be conducted both in-person and via online voting, with specific timeframes for each voting method [19][20] - The company will provide a platform for shareholders to vote online, ensuring compliance with relevant regulations [19][26] Group 3 - The passive financial assistance of RMB 12.17 million was formed due to the acquisition of the stake in Yiwang Juice, which was previously provided by the original shareholders [33][34] - The financial assistance is expected to be short-term, with a repayment deadline set for December 31, 2025, at an interest rate of 3% per annum [39][40] - The total amount of passive financial assistance represents 2.50% of the company's latest audited net assets [41] Group 4 - The company plans to acquire the stake for RMB 0, while committing to fulfill the capital contribution obligations amounting to RMB 26.92 million [46][48] - The acquisition will not constitute a related party transaction or a major asset restructuring as per relevant regulations [48][49] - The financial health and repayment capability of the financial assistance recipients will be closely monitored to mitigate risks [40][41]

Core Viewpoint - *ST Lanzhou Yellow River (000929) plans to acquire 50.63% equity of Yiwang Juice, which is expected to significantly enhance its operating revenue after consolidation [1][3]. Summary by Sections Acquisition Details - The company intends to acquire 50.6329% of Yiwang Juice from Xi'an Chunguang Beverage Co., Ltd. for 0 yuan and will fulfill the corresponding capital obligations of 26.9175 million yuan, with 5 million yuan allocated to registered capital and 21.9175 million yuan to capital reserves [1][3]. Financial Impact - Post-acquisition, Yiwang Juice will become a subsidiary of Lanzhou Yellow River, included in the consolidated financial statements. Yiwang Juice is engaged in the research, production, and sales of concentrated apple juice, with projected revenue of 52.664 million yuan and net profit of 3.6949 million yuan for 2024 [3][4]. Current Financial Status - Lanzhou Yellow River has been under delisting risk warning since April 30, 2023, due to negative profit figures and insufficient revenue. The company reported a revenue of 96.84 million yuan in the first half of 2023, indicating a need to reach a revenue threshold of 300 million yuan to avoid delisting [4][5]. Recent Developments - In addition to the acquisition, the company established a new subsidiary with a 51% stake, further aiming to enhance its financial standing and operational efficiency [5][6]. Historical Context - Lanzhou Yellow River, originally established in 1983, has faced declining performance in recent years, with net profits in the negative for seven consecutive years. The company primarily produces beer, beverages, malt, and packaging [6][7]. Market Position - As of September 4, 2023, the total market value of Lanzhou Yellow River is only 1.614 billion yuan, reflecting its challenging market position [7].

Core Viewpoint - *ST Lanzhou Huanghe plans to acquire 50.63% stake in Yiwang Juice, which is expected to significantly enhance its revenue after consolidation [2][4]. Group 1: Acquisition Details - The company intends to acquire the stake for 0 yuan and will invest 26.9175 million yuan to fulfill the capital obligations associated with the acquisition [2]. - Following the transaction, Yiwang Juice will become a subsidiary of Lanzhou Huanghe and will be included in the consolidated financial statements [4]. Group 2: Financial Impact - Yiwang Juice is projected to generate 52.664 million yuan in revenue and 3.6949 million yuan in net profit for 2024 [4]. - Despite Yiwang Juice's small size, its inclusion in the financials is crucial for Lanzhou Huanghe, which reported revenue of less than 100 million yuan in the first half of the year [4][6]. Group 3: Company Background and Challenges - Lanzhou Huanghe has been under delisting risk warning since April 30 due to negative profit figures and revenue below 300 million yuan [6]. - The company has faced continuous losses in its core business for seven years, with a net profit of -14 million yuan in the first half of the year [6][7]. Group 4: Market Position - As of September 4, the total market capitalization of Lanzhou Huanghe was only 1.614 billion yuan [9].

Key Points - Zhonghuan Hailu terminated the planning of the change of company control and resumed trading [1][2] - Shida Shenghua plans to establish a subsidiary with an investment of 25 million yuan to build a 53,000 tons/year calcium chloride project [1] - Southeast Network Frame won a bid for approximately 1.686 billion yuan for the Pujiang Street Five Villages joint planning and development project [1] - Roman Co. intends to acquire 39.2308% equity of Wutong Gaoxin for 196 million yuan [1] - Torch Electronics completed a share repurchase, having repurchased shares worth 49.9907 million yuan [1] - Jiangling Motors reported cumulative sales of 226,500 vehicles from January to August, a year-on-year increase of 5.67% [1] - Wen's Co. reported August sales revenue of 2.956 billion yuan for broilers and 4.825 billion yuan for live pigs [2] - Some directors and senior management of Shanghai Caishi plan to increase their holdings by no less than 6 million yuan [1] - Actual controller of Gongdong Medical, Shi Huiyong, plans to reduce holdings by no more than 4.4099 million shares through block trading [1] - Shida Shenghua's subsidiary establishment and investment in the calcium chloride project indicates growth in the chemical industry [1]

Transaction Overview - The company plans to acquire 50.6329% equity of Yiwang Juice Co., Ltd. for a total of RMB 26,917,521.60, with RMB 5,000,000 allocated to registered capital and RMB 21,917,521.60 to capital reserves [1][2][17] - After the transaction, Yiwang Juice will become a subsidiary of the company and included in the consolidated financial statements [2][27] Approval Process - The board of directors unanimously approved the acquisition proposal with no votes against or abstentions [2][27] - The transaction does not constitute a related party transaction or a major asset restructuring as per relevant regulations [2][27] Target Company Information - Yiwang Juice Co., Ltd. is a limited liability company with a registered capital of RMB 9,875,000, established on September 18, 2024 [7][14] - The company specializes in the research, production, and sales of concentrated apple juice [14][27] Financial Data of Target Company - As of June 30, 2025, Yiwang Juice reported total assets of RMB 56,633,700 and total liabilities of RMB 30,389,100, resulting in net assets of RMB 26,244,595.53 [14][16] - The company generated revenue of RMB 5,266,400 in Q4 2024 and RMB 5,160 in Q2 2025, with a net loss of RMB 221,770 in the first half of 2025 [14][15] Strategic Importance - The acquisition is a significant step in the company's strategic layout in the beverage industry, aiming to enhance supply chain integration and expand its business scale [27] - Yiwang Juice's established procurement and sales channels will strengthen the company's competitive position and profitability in the beverage sector [27]

关于 2025 年第四次临时股东会增加临时提案暨股东会补 充通知的公告 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。 证券代码：000929 证券简称：*ST 兰黄 公告编号：2025（临）-66 兰州黄河企业股份有限公司 兰州黄河企业股份有限公司（以下简称"公司"）于 2025 年 9 月 3 日召开第十二届董事会第十三次会议审议通过了《关于召开 2025 年第四 次临时股东会的议案》，会议决定于 2025 年 9 月 25 日召开 2025 年第四 次临时股东会，并已于 2025 年 9 月 4 日在《中国证券报》《证券时报》 和巨潮资讯网（http://www.cninfo.com.cn）（以下简称"指定信息披露媒 体"）上刊登了《关于召开 2025 年第四次临时股东会的通知》（公告编 号：2025（临）-62）。 了《关于购买股权被动形成财务资助的议案》，该议案尚需提交公司股东 会审议。议案具体内容详见公司与本公告同日在指定信息披露媒体上刊登 （公告编号：2025（临）-65） （2）网络投票时间：2025 年 9 月 25 日。 的《关于购买股权被 ...

Group 1 - The company plans to acquire a 50.6329% stake in Wuzhong Yiwang Juice Co., Ltd. due to strategic development needs, which was approved by the board of directors [1][2] - The financial assistance provided to Xi'an Chunguang Beverage Co., Ltd. and its subsidiary, Xi'an Chunguang Trading Co., Ltd., amounts to 12.17 million yuan, which is a result of the acquisition [2][4] - The financial assistance does not affect the company's normal business operations and is not classified as a prohibited financial assistance under relevant regulations [2][7] Group 2 - As of June 30, 2025, the financial assistance includes 9.47 million yuan to Xi'an Chunguang and 2.7 million yuan to Xi'an Chunguang Trading, totaling 12.17 million yuan [4][5] - The company has established a repayment agreement with a 3.00% annual interest rate, with a repayment deadline set for December 31, 2025 [6][7] - The total amount of financial assistance provided represents 2.50% of the company's most recent audited net assets [7]

证券代码：000929 证券简称：*ST 兰黄 公告编号：2025（临）-63 兰州黄河企业股份有限公司 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。 一、董事会会议召开情况 黄滔女士、李孔攀先生以通讯表决方式出席会议。 《公司章程》等的相关规定。 二、董事会会议审议情况 与会董事经认真审议，以投票表决的方式形成如下决议： 具体内容详见与本公告同日披露于《中国证券报》《证券时报》和 巨潮资讯网（http://www.cninfo.com.cn）（以下简称"指定信息披露媒体" 十四次会议通知于 2025 年 9 月 3 日以书面、电子通信等方式发出，本次 会议为紧急会议，召集人已对本次紧急会议作出说明，经全体董事一致同 意豁免会议通知期限要求，与会的各位董事已知悉所审议事项相关的必要 信息。 里河区郑家庄 108 号 2 楼会议室以现场结合通讯表决方式召开。 《关于购买股权的公告》（公告编号：2025（临）-64）。 表决结果：同意 9 票、反对 0 票、弃权 0 票。 本议案已经公司第十二届董事会战略委员会第二次会议审议通过， 本议案已经公司第十二届董事会审 ...