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北京华大九天科技股份有限公司关于终止筹划重大资产重组事项的公告
Shang Hai Zheng Quan Bao· 2025-07-09 18:50
Core Viewpoint - Beijing Huada Jiutian Technology Co., Ltd. has decided to terminate its major asset restructuring plan due to the inability of the parties involved to reach an agreement on key transaction terms, ensuring the protection of the company's and shareholders' interests [1][5][7]. Group 1: Major Asset Restructuring Overview - The company signed a framework agreement on March 28, 2025, to acquire 100% of Chip and Semiconductor Technology (Shanghai) Co., Ltd. through a combination of issuing shares and cash payments [1][2]. - The restructuring was expected to constitute a major asset restructuring and related party transaction, but it did not qualify as a restructuring listing [2]. Group 2: Process and Communication - The company adhered to regulatory requirements and disclosed necessary information throughout the restructuring process, including risk warnings related to uncertainties [3][4]. - The company’s stock was suspended from trading starting March 17, 2025, to facilitate the restructuring process [4]. Group 3: Termination Reasons and Procedures - The decision to terminate the restructuring was made after thorough discussions and negotiations among the parties, as they could not agree on core transaction terms [5][6]. - The board of directors and the supervisory board convened on July 9, 2025, to approve the termination of the restructuring plan, which did not require shareholder approval as no draft restructuring plan had been disclosed [6][14]. Group 4: Impact of Termination - The termination of the restructuring is not expected to adversely affect the company's ongoing operations or strategic development, and it does not harm the interests of the company or minority shareholders [7]. Group 5: Commitment and Future Plans - The company has committed not to plan any major asset restructuring within one month following the announcement of the termination [8][22]. - An investor briefing is scheduled for July 11, 2025, to discuss the termination and address investor concerns [27][30].
芯片股重大重组,突然终止!
中国基金报· 2025-07-09 15:27
Core Viewpoint - The acquisition of 100% equity of Chip and Semiconductor Technology (Shanghai) Co., Ltd. by Beijing Huada Jiutian Technology Co., Ltd. has been terminated due to the failure to reach an agreement on core terms among the parties involved [2][6]. Summary by Sections Acquisition Details - Huada Jiutian signed a framework agreement with 35 parties, including Shanghai Zhuohe Information Consulting Co., Ltd., on March 28, 2025, intending to acquire Chip and Semiconductor through a combination of share issuance and cash payment [6]. - The acquisition was expected to constitute a major asset restructuring and related party transaction but would not lead to a restructuring listing [6][7]. Reasons for Termination - The core reasons for the termination include the inability of the parties to reach consensus on key terms such as valuation, performance commitments, and equity structure [7]. - The termination does not require submission to the shareholders' meeting for approval as the restructuring draft was not disclosed [7]. Industry Context - Huada Jiutian is a leading company in the EDA (Electronic Design Automation) industry, while Chip and Semiconductor focuses on a different technical path within the same field [8]. - The acquisition was seen as a strategic move to help Huada Jiutian transition from "chip-level" to "system-level," thereby expanding market share and achieving a full-process layout in digital design and manufacturing [8]. Financial Performance - In 2024, Huada Jiutian reported revenue of 1.222 billion yuan, a year-on-year increase of 20.98%, but the net profit attributable to shareholders decreased by 45.46% to 109 million yuan [10]. - The company experienced a net profit of 9.7139 million yuan in Q1 2025, reflecting a year-on-year growth of 26.72% [10]. - The termination of the acquisition is not expected to adversely affect the company's existing operations and strategic development [10]. Market Position - As of July 9, Huada Jiutian's stock price was 114.68 yuan per share, with a total market capitalization of 62.26 billion yuan [11]. - The company has previously acquired several firms and established two industry funds in collaboration with professional investment institutions to deepen its investment layout in the EDA sector [11].
301269,终止重大资产重组!并购半导体公司,按下暂停键!
Zheng Quan Shi Bao Wang· 2025-07-09 14:59
Core Viewpoint - The major asset restructuring plan of Huada Jiutian has been terminated due to a lack of consensus on key transaction terms among parties involved [2][4]. Group 1: Termination of Restructuring - Huada Jiutian announced the termination of its plan to acquire 100% of Chip and Semiconductor Technology (Shanghai) Co., Ltd. and raise supporting funds [2][4]. - The decision to terminate was made after thorough communication and friendly negotiations with relevant parties, and it is stated that this will not adversely affect the company's current operations and strategic development [4]. Group 2: Financial and Operational Context - The company committed to not planning any major asset restructuring for one month following the termination [4]. - The acquisition plan was first announced on March 17, with a transaction proposal released on March 30, aiming to purchase the entire equity of Chip and Semiconductor from 35 shareholders [4]. - Chip and Semiconductor had initiated an IPO counseling process earlier this year, with CITIC Securities as the counseling agency, but the progress has not been updated since April [4][5]. Group 3: Business and Market Implications - Chip and Semiconductor specializes in Electronic Design Automation (EDA) tools, providing comprehensive solutions from chip design to cloud systems, and has applications in various fields including 5G and AI [5]. - Financial projections for Chip and Semiconductor indicate revenues of 106 million yuan and 265 million yuan for 2023 and 2024, respectively, with net profits of -89.93 million yuan and 48.13 million yuan for the same years [5]. - Despite the termination of this acquisition, Huada Jiutian remains committed to mergers and acquisitions as a strategy for growth in the EDA sector, planning to combine self-development, cooperative development, and mergers to enhance its capabilities [6].
晚间公告丨7月9日这些公告有看头
第一财经· 2025-07-09 14:23
Core Viewpoint - The article summarizes important announcements from various listed companies in the Shanghai and Shenzhen stock markets, providing insights for investors regarding operational updates, stock performance, and significant corporate actions. Group 1: Company Announcements - Huaguang Huaneng's stock has experienced five consecutive trading limit increases, with a trading volume of 29.41% over the last five days, indicating potential irrational speculation, although the company's fundamentals remain stable [3]. - Andeli's actual controller Wang An transferred 90% of the shares of BVI Ping An to his daughter Wang Meng, but this transfer does not affect the company's governance structure or control [5]. - Singshan Co. received a court notice regarding the judicial disposal of 4.26 million shares, accounting for 0.19% of the total share capital, but this is not expected to impact daily operations [6]. - Three Gorges Energy reported a total power generation of 39.314 billion kWh in the first half of 2025, an increase of 8.85% year-on-year [7]. - New Zhonggang's stock has seen four consecutive trading limits, with no significant media reports or market rumors affecting its price [8]. - ST Yazhen's stock was suspended for one trading day due to a tender offer by its controlling shareholder, with a total of 55.1779 million shares involved [9]. - Zhongli Co. plans to invest 478 million yuan in a smart logistics equipment project [11]. - Zhuoran Co. approved the sale of 95% equity in a subsidiary for 723 million yuan, which does not constitute a related party transaction [12]. - Jerry Co. received a project award for a natural gas booster station worth approximately 850 million USD [13]. - Qujiang Cultural Tourism plans to publicly transfer 38% equity in a subsidiary valued at approximately 22.98 million yuan [14]. - Foshan Technology intends to publicly transfer 100% equity of a subsidiary with a starting price of 180 million yuan [15]. Group 2: Performance Forecasts - Xianda Co. expects a net profit increase of 2443.43% to 2834.73% in the first half of 2025, driven by rising product prices and improved cost control [25]. - Muyuan Co. anticipates a net profit of 10.5 billion to 11 billion yuan, reflecting a year-on-year growth of 924.6% to 973.39% due to increased pig sales and lower costs [26]. - Jiangshan Co. forecasts a net profit increase of 75.65% to 110.78% in the first half of 2025, supported by product optimization and cost control [28]. - Chenguang Bio's net profit is expected to rise by 102.33% to 132.38%, primarily due to improved market conditions for its cottonseed business [29]. - Xinlian Electronics predicts a net profit of 166 million to 198 million yuan, marking a turnaround from a loss in the previous year [30]. - Wohua Pharmaceutical expects a net profit increase of 233.89% to 378.27% due to market adaptation and cost control measures [31]. - Yonghe Co. anticipates a net profit increase of 126.30% to 148.49% driven by rising refrigerant prices [32]. - Shanghai Pharmaceuticals expects a net profit increase of approximately 52% due to the acquisition of a stake in a subsidiary [34]. - AVIC Heavy Machinery forecasts a net profit decline of about 33.29% due to falling product prices [35]. - Jingneng Real Estate expects a net loss of 190 million to 210 million yuan in the first half of 2025 due to reduced scale and increased expenses [36]. Group 3: Major Contracts - Fengfan Co. won a bid for a project worth approximately 337 million yuan from the Southern Power Grid [37]. - Longjian Co. was part of a consortium that won a project bid worth 362 million yuan for infrastructure construction [38].
突发!301269,终止重大资产重组!
证券时报· 2025-07-09 14:19
Core Viewpoint - The company Huada Jiutian (301269) announced the termination of its major asset restructuring plan to acquire 100% of Chip and Semiconductor Technology (Shanghai) Co., Ltd. due to a lack of consensus on key terms among the parties involved, ensuring the protection of the company's and shareholders' interests [1][3]. Group 1 - The decision to terminate the major asset restructuring was made after thorough communication and analysis with relevant parties, and it will not adversely affect the company's current operations or strategic development [3]. - The company plans to hold an investor briefing on July 11, 2025, to discuss the termination of the transaction and engage with investors [3]. - Huada Jiutian, established in 2009 and listed on the ChiNext board in July 2022, focuses on the development and sales of EDA tools and aims to become a leading global EDA provider [3]. Group 2 - Chip and Semiconductor, founded in 2019 with a registered capital of 100 million yuan, specializes in EDA software, integrated passive devices (IPD), and system-level packaging [4]. - The major asset restructuring trend of companies terminating such transactions is noted, with another company, China Nuclear Technology, also announcing a similar termination due to changes in market conditions and the target company's situation [5].
7月9日晚间新闻精选
news flash· 2025-07-09 13:52
Group 1 - The State Council issued a notice to enhance employment support policies, focusing on stabilizing employment, enterprises, markets, and expectations to promote high-quality economic development [1] - The Ministry of Industry and Information Technology opened a feedback window for key automotive companies to address issues related to payment cycles for small and medium-sized enterprises [1] - Two departments released an action plan for metrology support for industrial productivity development from 2025 to 2030, emphasizing core metrology technologies for integrated circuits [1] Group 2 - Multiple silicon wafer companies raised their prices today, with price increases ranging from 8% to 11.7% for different sizes of wafers, amid slowing terminal demand in the domestic photovoltaic market [1] - BGI terminated the acquisition of 100% equity in Chip Semiconductor [2] - Alibaba completed the issuance of HKD 12.023 billion zero-coupon exchangeable bonds [2] - Jin'an Guoji expects a year-on-year increase of 4700% to 6300% in net profit excluding non-recurring items for the first half of the year [2] - Yandong Micro plans to reduce its stake by 1% through the National Integrated Circuit Fund and Jingguorui [2] - Muyuan Foods anticipates a year-on-year increase of 1130% to 1190% in net profit attributable to shareholders for the first half of the year [2] - Huayin Power experienced a significant short-term stock price increase, exceeding the growth of the industry and the Shanghai Composite Index [2] - Huaguang Huaneng, with no major changes in fundamentals, continues to operate primarily in the environmental protection and energy sectors [2]
华大九天终止收购!
国芯网· 2025-07-09 13:15
Core Viewpoint - The article discusses the termination of the acquisition deal between Beijing Huada Jiutian Technology Co., Ltd. and Chip and Semiconductor Technology (Shanghai) Co., Ltd. due to failure to reach consensus on core transaction terms [2]. Group 1: Acquisition Details - On July 9, Beijing Huada Jiutian announced the decision to terminate the acquisition of 100% shares of Chip and Semiconductor Technology (Shanghai) due to disagreements on core transaction terms [2]. - The acquisition was initially planned to be executed through a combination of issuing shares and cash payments, and was expected to constitute a major asset restructuring and related party transaction [2]. - Since the planning of the transaction, Huada Jiutian has been actively working in accordance with regulations from the China Securities Regulatory Commission and Shenzhen Stock Exchange, conducting due diligence and negotiations with relevant parties [2]. Group 2: Decision Rationale - Huada Jiutian stated that after thorough discussions and negotiations, the parties involved could not reach an agreement on the core terms of the transaction, leading to the decision to terminate the deal to protect the interests of the company and its shareholders [2].
华大九天终止重大资产重组
是说芯语· 2025-07-09 12:23
Core Viewpoint - The company, BGI JiuTian, announced the termination of its plan to acquire 100% of Chip and Semiconductor Technology (Shanghai) Co., Ltd. through a share issuance and cash payment, along with the associated fundraising efforts due to failure to reach consensus on key terms with the transaction parties [1]. Group 1 - The company had been actively promoting the transaction in compliance with relevant laws and regulations since the planning stage [1]. - After negotiations, the parties involved could not agree on core terms, leading to the decision to terminate the major asset restructuring [1]. - The management has been authorized to handle all matters related to the termination of this transaction [1].
华大九天:终止筹划重大资产重组事项
news flash· 2025-07-09 12:03
华大九天(301269.SZ)公告称,公司于2025年7月9日召开会议,审议通过了关于终止发行股份及支付现 金购买 资产并募集配套资金暨关联交易事项的议案。公司原计划收购芯和半导体科技(上海)股份有 限公司100%股份并募集配套资金,但交易各方未就核心条款达成一致,为维护公司及全体股东利益, 决定终止本次重大资产重组。 ...
华大九天(301269) - 第二届董事会第二次临时会议决议公告
2025-07-09 12:00
证券代码:301269 证券简称:华大九天 公告编号:2025-032 北京华大九天科技股份有限公司 第二届董事会第二次临时会议决议公告 由于交易相关方未能就本次交易的核心条款达成一致意见,为切实维护公司 及全体股东的利益,经公司充分审慎研究及与交易相关方协商,拟与相关方签署 《股份收购系列协议之终止协议》终止本次交易,并授权公司管理层办理终止本 次交易相关事宜,授权期限为:自本次董事会审议通过之日起,至终止本次交易 相关事项办理完成之日止。 根据《上市公司重大资产重组管理办法》《深圳证券交易所上市公司自律监 管指引第 8 号——重大资产重组》等相关法律、法规及规范性文件的规定,公司 1 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 北京华大九天科技股份有限公司(以下简称"公司")第二届董事会第二次 临时会议于 2025 年 7 月 9 日以通讯方式召开,为保证董事会工作的效率和公司 信息披露的及时性,全体董事一致同意豁免本次董事会会议的通知时限。本次会 议应出席董事 11 人,实际出席董事 11 人,公司监事及其他高级管理人员列席本 ...