Core Viewpoint - The merger of Hailianxun and Hangqilun through a share swap has been completed, significantly increasing Hailianxun's scale despite its poor performance forecast for 2025 [1][2][5] Group 1: Merger Details - Hailianxun has completed the share swap merger with Hangqilun, issuing 1.175 billion new shares at a swap price of 9.35 CNY per share, resulting in an estimated market value of approximately 10.985 billion CNY [1][2] - The swap ratio is set at 1:1, meaning one share of Hangqilun can be exchanged for one share of Hailianxun, with a premium of 34.46% based on Hangqilun's average stock price [2][8] - The new shares will be listed and tradable starting February 11, 2026, with Hailianxun's total share capital increasing to 1.517 billion shares post-merger [3][5] Group 2: Financial Performance - Hailianxun's 2025 profit forecast indicates a net profit of 2 to 3 million CNY, a decline of 68.28% to 78.85% year-on-year, with a non-recurring net profit drop of 48.58% to 65.72% [5] - For the first three quarters of 2025, Hailianxun reported revenue of 125 million CNY, down 4.72% year-on-year, attributed to increased competition and higher expenses related to the merger [5] - Hangqilun's revenue for the first three quarters of 2025 was 3.826 billion CNY, a decrease of 10.27%, with a net profit of 123 million CNY, down 35.14% [1][8] Group 3: Company Profiles - Hailianxun specializes in power information system integration, providing comprehensive solutions for the electricity sector, and has struggled with revenues below 250 million CNY in recent years [4][5] - Hangqilun focuses on designing and manufacturing industrial turbines and has total assets of 17.145 billion CNY and total liabilities of 7.615 billion CNY, with an asset-liability ratio of 44.42% [6][8] - The merger aims to create a company primarily focused on industrial turbine machinery, enhancing core competitiveness and profitability through resource integration [1][3][5]

Summary of Key Points Core Viewpoint - On February 11, a total of 7 companies had their restricted shares unlocked, with a combined unlock volume of 730 million shares, amounting to a market value of 12.451 billion yuan based on the latest closing prices [1] Group 1: Unlock Volume and Market Value - The companies with the highest unlock volumes were Hailianxun, Qingsong Jianhua, and Mailande, with unlock shares of 426 million, 226 million, and 63.173 million respectively [1] - In terms of unlock market value, Hailianxun, Mailande, and Qingsong Jianhua led with values of 7.696 billion yuan, 2.818 billion yuan, and 1.03 billion yuan respectively [1] Group 2: Unlock Ratio - The companies with the highest unlock ratios relative to their total share capital were Mailande, Hailianxun, and Qingsong Jianhua, with ratios of 63.17%, 28.07%, and 14.08% respectively [1]

Summary of Key Points Core Viewpoint - On February 11, a total of 7 companies had their restricted shares unlocked, with a total unlocking volume of 730 million shares, amounting to a market value of 12.451 billion yuan based on the latest closing prices [1] Group 1: Unlocking Volume - The companies with the highest unlocking volumes were Hailianxun, Qingsong Jianhua, and Mailande, with unlocking shares of 426 million, 226 million, and 6.317 million respectively [1] Group 2: Unlocking Market Value - In terms of unlocking market value, Hailianxun, Mailande, and Qingsong Jianhua led with market values of 7.696 billion yuan, 2.818 billion yuan, and 1.03 billion yuan respectively [1] Group 3: Proportion of Total Share Capital - The companies with the highest proportion of unlocked shares relative to total share capital were Mailande, Hailianxun, and Qingsong Jianhua, with unlocking ratios of 63.17%, 28.07%, and 14.08% respectively [1]

Core Viewpoint - The animation sector is experiencing significant activity, with companies like Zhangyue Technology, Zhongwen Online, Light Media, Aofei Entertainment, and Huayi Brothers leading the gains in stock prices. Group 1: Company Highlights - Zhangyue Technology (603533.SH) has a latest stock price of 28.26 yuan, with a daily increase of +10.00%. It is a leader in the digital reading industry, with its controlling shareholder focusing on comic production [1]. - Zhongwen Online (300364.SZ) has a latest stock price of 42.34 yuan, with a daily increase of +20.01%. It is one of the largest Chinese digital publishing institutions globally and collaborates with platforms like Tencent, Bilibili, and iQIYI in the animation sector [2]. - Light Media (300251.SZ) has a latest stock price of 25.56 yuan, with a daily increase of +20.00%. The company owns two animation brands and has developed a mythological universe based on Chinese legends, covering IP production and animation teams [3]. - Aofei Entertainment (002292.SZ) has a latest stock price of 10.88 yuan, with a daily increase of +10.01%. It is a leader in the animation industry, focusing on the creation, dissemination, and operation of animation IPs, leveraging a full industry chain operation model [4]. - Huayi Brothers (300277.SZ) has a latest stock price of 2.36 yuan, with a daily increase of +14.01%. Its subsidiary is dedicated to developing and producing animated and special effects films [5].

Core Viewpoint - The transaction involves a share swap merger between Hailianxun and Hangqilun, aimed at enhancing asset quality and operational efficiency, in line with national policies for state-owned enterprise reform [6][51]. Group 1: Transaction Overview - The merger will be executed through a share swap, with Hailianxun issuing shares to all shareholders of Hangqilun at a swap price of 9.35 CNY per share, resulting in a 1:1 swap ratio [2][12]. - Following the merger, Hailianxun's total share capital will increase to 1,516,604,765 shares, with a registered capital of 1,516,604,765 CNY [3][6]. - The merger is expected to enhance the continuous profitability and investment value of the listed company [6]. Group 2: Financial Implications - Before the merger, Hailianxun's basic earnings per share (EPS) was 0.0282 CNY, which is projected to increase to 0.3575 CNY post-merger [3]. - The total market value of the newly issued shares, based on the swap price, is estimated at approximately 10.99 billion CNY [2]. Group 3: Regulatory and Approval Process - The transaction has received necessary approvals from the Zhejiang Provincial State-owned Assets Supervision and Administration Commission, as well as from the boards and shareholders of both companies [51][52]. - The transaction has been reviewed and approved by the Shenzhen Stock Exchange and registered by the China Securities Regulatory Commission [51]. Group 4: Shareholder Rights and Protections - Hailianxun dissenting shareholders will have the right to request a buyout at the swap price of 9.56 CNY per share, with specific conditions for exercising this right [20][22]. - Hangqilun dissenting shareholders will have a cash option at a price of 7.77 HKD per share, equivalent to 7.11 CNY, with adjustments possible based on future dividends [31][15]. Group 5: Transition and Asset Management - Post-merger, Hailianxun will inherit all assets, liabilities, and contracts of Hangqilun, with a smooth transition plan in place to maintain operational continuity [7][42]. - Employee contracts from Hangqilun will be transferred to Hailianxun, ensuring job security for existing staff [49].

登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：300277 证券简称：海联讯 公告编号：2026-006 杭州海联讯科技股份有限公司 关于公司换股吸收合并杭州汽轮动力集团股份有限公司换股实施结果、股份变动暨新增股份上市公告 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。 重要内容提示： 1、本次股票上市类型为吸收合并股份。股票认购方式为网下，新增上市股数为1,174,904,765股，均为 可流通股，股票上市流通日期为2026年2月11日。以本次海联讯及杭汽轮的换股价格9.35元/股测算，资 产认购新增市值为10,985,359,552.75元。 一、本次合并的批准情况及完成后公司的股份变化情况 杭州海联讯科技股份有限公司（以下简称"海联讯"、"存续公司""本公司"或"公司"）以向杭州汽轮动力 集团股份有限公司（以下简称"杭汽轮"）全体换股股东发行A股股票的方式换股吸收合并杭汽轮（以下 简称"本次交易"、"本次合并"），海联讯为吸收合并方，杭汽轮为被吸收合并方。本次交易已获得中国 证券监督管理委员会《关于同意杭州海联讯科技股份有限公司吸收合并杭州 ...

Core Viewpoint - The merger of Hailianxun and Hangzhou Turbine Power Group aims to enhance asset quality and operational efficiency, responding to national policies on state-owned enterprise reform and promoting the integration of high-end equipment manufacturing in the energy sector [1][5]. Group 1: Merger Details - Hailianxun has completed the acquisition of Hangzhou Turbine through a share swap, issuing 1,174,904,765 new shares at a price of 9.35 yuan per share, resulting in a market value of approximately 10.985 billion yuan [1]. - The merger will resolve Hangzhou Turbine's historical B-share issues and enhance its financing capabilities, particularly for its gas turbine and high-end equipment business [1]. Group 2: Industry Context - The global gas turbine industry is entering a decade-long boom, with significant demand driven by AI and energy efficiency needs, projecting a global gas installation capacity of over 100 GW in the next ten years [2]. - The U.S. is expected to add 250 GW of new gas capacity in the next five years, indicating a substantial growth opportunity for companies in this sector [2]. Group 3: Technological Advancements - Hangzhou Turbine has made significant progress in developing its 50MW HGT51F heavy gas turbine, achieving successful ignition and full-load performance tests, marking its entry into the market [3]. Group 4: International Expansion - Hangzhou Turbine's high-end equipment has successfully entered international markets, exemplified by a biomass power project in Côte d'Ivoire and a waste-to-energy project in Hong Kong, showcasing China's capabilities in high-end equipment manufacturing [4]. Group 5: Strategic Importance - The merger supports national strategic initiatives, particularly the "Two Machines Special Project," aimed at achieving technological independence in high-end energy equipment [5]. Group 6: Market Demand Outlook - The demand for gas turbines is expected to rise due to ongoing global computing power expansion and energy structure optimization, indicating a long-term favorable market environment for the industry [6].

Group 1 - The company, Hailianxun, announced a share swap merger with Hangqilun Power Group, issuing 1.175 billion shares to all shareholders of Hangqilun [1] - Each shareholder of Hangqilun can exchange 1 share of Hangqilun stock for 1 share of Hailianxun stock [1] - The new shares will be listed as merger shares, with an offline subscription method, and the listing date for the new shares is set for February 11, 2026 [1] Group 2 - The estimated market value of the asset acquisition, based on the share swap price of 9.35 yuan per share, is 10.985 billion yuan [1] - After the completion of this transaction, Hailianxun's total share capital will amount to 1.517 billion shares [1]

Stock Code: 300277 Stock ID: Hirisun Announcement No.:2026-006 Hangzhou Hirisun Technology Incorporated Announcement on the Result of Share Exchange for Absorption Merger of Hangzhou Turbine Power Group Co., Ltd., Change in Shares, and Listing of New Shares by the Company The members of the Board and the Company acknowledge being responsible for the truthfulness, accuracy, and completeness of the announcement. There are no false records, misleading statements, or significant omissions in this announcement. ...

国浩律师（杭州）事务所 关 于 《杭州海联讯科技股份有限公司 收购报告书》 之 法律意见书 地址：杭州市上城区老复兴路白塔公园 B 区 2 号、15 号国浩律师楼 邮编：310008 Grandall Building, No.2＆No.15, Block B, Baita Park, Old Fuxing Road, Hangzhou, Zhejiang 310008, China 电话/Tel: (+86)(571) 8577 5888 传真/Fax: (+86)(571) 8577 5643 电子邮箱/Mail：grandallhz@grandall.com.cn 网址/Website：http://www.grandall.com.cn 出具日期：二〇二六年二月 | 释 义 1 | | --- | | 一、收购人及一致行动人的主体资格 4 | | 二、收购决定及收购目的 12 | | 三、收购方式 14 | | 四、资金来源 20 | | 五、免于发出要约的情况 21 | | 六、后续计划 21 | | 七、对上市公司的影响分析 23 | | 八、与上市公司之间的重大交易 28 | | 九、前六个月内 ...