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致尚科技(301486.SZ):公司拟以11.48亿元收购恒扬数据99.86%股权
Xin Lang Cai Jing· 2025-08-12 02:47
Core Viewpoint - Zhishang Technology (301486.SZ) announced the acquisition of 99.8555% equity in Hengyang Data from its shareholders for a total price of 1.148 billion yuan [1] Group 1: Company Overview - Hengyang Data focuses on the research, sales, and service of intelligent computing and data processing products and application solutions [1] - The company is recognized as a leading AI intelligent computing center, cloud computing data center, and core infrastructure supplier for edge computing in China [1] - Hengyang Data also provides network visualization and intelligent computing system platform solutions [1]
致尚科技拟收购恒扬数据99.8555%股权 交易价格11.48亿元
Zhi Tong Cai Jing· 2025-08-11 15:55
Core Viewpoint - The company intends to acquire a 99.8555% stake in Hengyang Data for a total transaction price of 1.148 billion yuan, enhancing its strategic position in the data communication and intelligent computing sectors [1] Group 1: Acquisition Details - The acquisition involves purchasing shares from multiple shareholders, including Haina Tianqin, Zhongbowen, Frankqi, Hengyongcheng, Hengyongxin, and 44 other shareholders [1] - Hengyang Data specializes in intelligent computing and data processing products, providing solutions for internet/cloud service providers, telecom operators, and information security industries [1] Group 2: Strategic Implications - The transaction will allow the company to gain control over Hengyang Data, facilitating an expansion in its strategic layout within the data communication and intelligent computing fields [1] - The acquisition aims to leverage synergies across related industry chains, transitioning from "data transmission" to "intelligent data transmission and processing" [1] - This move is expected to broaden the company's business scope and introduce new profit growth points, enhancing its profitability and sustainable development capabilities [1]
致尚科技拟11.48亿元收购恒扬数据股权 抢抓AI算力发展机遇
Core Viewpoint - Zhishang Technology plans to acquire approximately 99.86% of Hengyang Data for a total transaction price of 1.148 billion yuan, aiming to enhance its product layout and capitalize on the growing demand for AI computing power [1][2] Group 1: Acquisition Details - The acquisition will involve issuing shares and cash payments, with the share price set at 43.09 yuan per share, where 70% of the payment will be in shares (804 million yuan) and 30% in cash (344 million yuan) [1] - After the transaction, Zhishang Technology's total share capital will increase to 147,335,805 shares, with no change in the controlling shareholder or actual controller [1] Group 2: Strategic Importance - Hengyang Data specializes in intelligent computing and data processing solutions, positioning itself as a key player in AI computing centers and cloud computing infrastructure [1] - The acquisition represents a strategic move for Zhishang Technology to transition from "data transmission" to "intelligent data transmission and processing," thereby extending its business into the intelligent computing sector [2] Group 3: Market Expansion and Performance Commitments - Post-acquisition, the company aims to expand its market coverage and deepen collaborations with key clients like Alibaba, while exploring new market opportunities, especially in overseas markets [2] - Hengyang Data's shareholders have committed to achieving a cumulative net profit of no less than 300 million yuan over three consecutive fiscal years, with specific annual targets set for 2025, 2026, and 2027 [2] Group 4: Recent Investments - Zhishang Technology has also announced plans to invest approximately 180 million yuan in building a smart manufacturing base in Vietnam, which is expected to enhance production capacity for gaming machine components and optical communication products [3] - The Vietnam project is projected to generate an average annual sales revenue of 687 million yuan, with an investment return rate of 29.01% and a payback period of 7.32 years [3]
上市公司动态 | 万华化学上半年净利降25.10%,卫星化学上半年净利增33.44%,圣农发展7月销售同比增22.02%
Sou Hu Cai Jing· 2025-08-11 15:11
Group 1 - Wanhua Chemical reported a 25.10% decrease in net profit for the first half of 2025, with revenue of 90.90 billion yuan, down 6.35% year-on-year [1][2] - The company's net profit attributable to shareholders was 6.12 billion yuan, while the net profit excluding non-recurring items was 6.24 billion yuan, both showing significant declines [1][2] - Despite challenges such as weak international demand and geopolitical tensions, the chemical industry in China maintained stable development due to domestic consumption upgrades and diversified export markets [2] Group 2 - Satellite Chemical achieved a 33.44% increase in net profit for the first half of 2025, with total assets reaching 69.30 billion yuan, up 5.58% year-on-year [4][5] - The company reported revenue of 23.46 billion yuan, a 20.93% increase compared to the previous year, demonstrating resilience in a complex environment [4][5] - The company is focusing on technological innovation and plans to invest 3 billion yuan in high-performance catalyst projects [5] Group 3 - Shengnong Development reported a 22.02% increase in sales revenue for July 2025, reaching 2.13 billion yuan, with significant growth in both poultry and processed meat segments [6][7] - The company noted a strong performance in high-value channels, with retail channel revenue growing over 30% year-on-year [7] Group 4 - Desay SV reported a 45.82% increase in net profit for the first half of 2025, with revenue of 14.64 billion yuan, up 25.25% year-on-year [8] - The smart cockpit and smart driving businesses contributed significantly to the revenue growth, with sales of 9.46 billion yuan and 4.15 billion yuan respectively [8] Group 5 - New Qianglian reported a remarkable 496.60% increase in net profit for the first half of 2025, with revenue of 2.21 billion yuan, up 108.98% year-on-year [16] - The company demonstrated strong growth in its financial performance, indicating effective operational strategies [16] Group 6 - Fuda Co. reported a 98.77% increase in net profit for the first half of 2025, with revenue of 937 million yuan, up 30.26% year-on-year [18] - The company showed significant growth in net profit excluding non-recurring items, indicating strong operational performance [18] Group 7 - Tianzhun Technology reported a revenue increase of 10.32% for the first half of 2025, reaching 597 million yuan, but still recorded a net loss of 14 million yuan [19] - The company’s total assets grew by 9.99% year-to-date, indicating a positive trend in asset management [19] Group 8 - Huafeng Chemical reported a 35.23% decrease in net profit for the first half of 2025, with revenue of 12.14 billion yuan, down 11.7% year-on-year due to industry downturns [28] - The company faced challenges with declining product prices across various segments, impacting overall profitability [28] Group 9 - The company Zhishang Technology plans to acquire 99.86% of Hengyang Data for 1.15 billion yuan, focusing on AI and cloud computing solutions [29] - This acquisition aims to enhance the company's capabilities in intelligent computing and data processing [29] Group 10 - Huangshanghuang plans to acquire 51% of Lixing Food for 495 million yuan, which will allow it to gain control over the food manufacturing company [30] - This acquisition is part of the company's strategy to expand its product offerings and market presence [30] Group 11 - Beida Pharmaceutical faces significant revenue and profit declines due to the termination of its business cooperation with Peking University International Hospital, projecting a loss of approximately 600 million yuan in sales [31] - The company is exploring new directions for transformation, but faces uncertainty regarding its future operations [31]
致尚科技(301486.SZ)拟收购恒扬数据99.8555%股权 交易价格11.48亿元
智通财经网· 2025-08-11 15:09
Group 1 - The core point of the article is that Zhishang Technology (301486.SZ) plans to acquire a 99.8555% stake in Hengyang Data from its shareholders for a total transaction price of 1.148 billion yuan [1] - Hengyang Data specializes in the research, sales, and service of intelligent computing and data processing products and solutions, positioning itself as a leading supplier of AI computing centers, cloud computing data centers, and edge computing infrastructure in China [1] - The acquisition will allow the company to gain control over Hengyang Data, expanding its strategic layout in the data communication and intelligent computing sectors, and facilitating a transition from "data transmission" to "intelligent data transmission and processing" [1] Group 2 - This transaction is expected to broaden the company's business scope and introduce new profit growth points, enhancing its profitability and sustainable development capabilities [1] - The move is anticipated to improve the company's market competitiveness by leveraging synergies across related industry chains [1]
致尚科技:拟发行股份及支付现金购买恒扬数据99.86%股权
Mei Ri Jing Ji Xin Wen· 2025-08-11 15:02
每经AI快讯,8月11日,致尚科技公告称,公司拟通过发行股份及支付现金方式购买恒扬数据股东所持 恒扬数据99.8555%的股权,交易价格为11.48亿元。本次权益变动原因为公司拟以发行股份的方式支付 部分交易对价,将导致公司原股东的持股比例被动稀释,,且本次交易的发行对象将对应取得公司新增 股份。本次交易的股份发行价格为43.09元/股,最终发行价格尚需经上市公司股东大会审议通过,并经 深交所审核通过及中国证监会注册同意。本次交易完成后,公司总股本将增加至147335805股。本次权 益变动不会导致公司控股股东、实际控制人发生变化,实际控制人仍为陈潮先。 (文章来源:每日经济新闻) ...
致尚科技: 关于召开2025年第四次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-11 14:16
证券代码:301486 证券简称:致尚科技 公告编号:2025-080 深圳市致尚科技股份有限公司 关于召开 2025 年第四次临时股东大会的通知 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、误导性陈述或者重大遗漏。 根据《中华人民共和国公司法》及《深圳市致尚科技股份有限公司章程》 (以 下简称"《公司章程》")的规定,深圳市致尚科技股份有限公司(以下简称"公 司")于 2025 年 8 月 11 日召开了第三届董事会第十次会议,审议通过了《关于 召开 2025 年第四次临时股东大会的议案》,会议决定于 2025 年 8 月 27 日召开 公司 2025 年第四次临时股东大会。现将本次会议的有关事项通知如下: 一、召开会议基本情况 规、部门规章、规范性文件及《公司章程》的规定。 (1)现场会议时间:2025 年 8 月 27 日(星期三)下午 14:30 (2)网络投票时间:通过深圳证券交易所交易系统进行网络投票的具体时 间为:2025 年 8 月 27 日上午 9:15-9:25、9:30-11:30,下午 13:00-15:00;通过深 圳证券交易所互联网投票系统投票的具体时 ...
致尚科技: 第三届董事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-08-11 14:16
Core Viewpoint - Shenzhen Zhishang Technology Co., Ltd. plans to acquire 99.8555% equity of Shenzhen Hengyang Data Co., Ltd. through a combination of issuing shares and cash payment, with the total transaction price set at 1,148,338,427.34 yuan [1][3][4]. Board Meeting Details - The third board meeting of the company was held on August 11, 2025, with all five directors present, confirming compliance with relevant laws and regulations [1]. - The board unanimously approved the proposal for the acquisition, with all votes in favor [2]. Transaction Overview - The acquisition involves purchasing the equity from multiple shareholders, including Shenzhen Haina Tianqin Investment Co., Ltd. and others [2][3]. - The transaction price for the equity was determined based on an asset evaluation report, with the assessed value of Hengyang Data's total equity at 115,130,000 yuan, reflecting an increase of 249.83% compared to the audited book value [2][3]. Payment Structure - The total payment for the transaction will consist of cash and shares, with the cash portion amounting to 344,502,664.44 yuan, to be paid within 10 working days after regulatory approval [4][5]. - The shares will be issued at a price of 43.09 yuan per share after adjustments, with a total of 18,654,810 shares to be issued, representing 12.66% of the post-transaction total share capital [5][8]. Lock-up Period and Performance Commitments - A lock-up period of 12 months is established for the shareholders acquiring shares through this transaction, with specific conditions for performance commitments tied to the net profit of Hengyang Data for the years 2025 to 2027 [9][12]. - The performance commitment requires a cumulative net profit of no less than 300 million yuan over the three-year period, with provisions for compensation if targets are not met [12][15]. Financial Impact - The transaction is expected to enhance the company's net profit and equity, with no dilution of earnings per share anticipated post-transaction [26][27]. - Measures have been put in place to protect the interests of public shareholders regarding potential dilution of immediate returns [27]. Compliance and Regulatory Approval - The board confirmed that the transaction complies with various regulatory requirements, including the Major Asset Restructuring Management Measures and the Securities Issuance Registration Management Measures [20][21][24]. - The transaction details will be submitted for approval at the upcoming shareholders' meeting [18][19].
致尚科技: 董事会关于本次交易符合《上市公司证券发行注册管理办法》第十一条规定的说明
Zheng Quan Zhi Xing· 2025-08-11 14:16
(二)最近一年财务报表的编制和披露在重大方面不符合企业会计准则或者 相关信息披露规则的规定;最近一年财务会计报告被出具否定意见或者无法表示 意见的审计报告;最近一年财务会计报告被出具保留意见的审计报告,且保留意 见所涉及事项对上市公司的重大不利影响尚未消除。本次发行涉及重大资产重组 的除外; (三)现任董事、监事和高级管理人员最近三年受到中国证监会行政处罚, 或者最近一年受到证券交易所公开谴责; 深圳市致尚科技股份有限公司董事会 关于本次交易符合《上市公司证券发行注册管理办法》第 十一条规定的说明 深圳市致尚科技股份有限公司(以下简称"公司"或"上市公司")拟通过 以发行股份及支付现金方式购买深圳市恒扬数据股份有限公司(以下简称"标的 公司")股东所持标的公司 99.8555%的股权(以下简称"本次交易")。 经自查论证后公司董事会认为,公司不存在《上市公司证券发行注册管理办 法》第十一条规定的不得向特定对象发行股票的如下情形: (一)擅自改变前次募集资金用途未作纠正,或者未经股东大会认可; 深圳市致尚科技股份有限公司 董 事 会 (四)上市公司或者其现任董事、监事和高级管理人员因涉嫌犯罪正在被司 法机关立案 ...
致尚科技: 第三届监事会第九次会议决议公告
Zheng Quan Zhi Xing· 2025-08-11 14:16
Core Viewpoint - Shenzhen Zhishang Technology Co., Ltd. plans to acquire 99.8555% equity of Shenzhen Hengyang Data Co., Ltd. through a combination of issuing shares and cash payment, with the transaction requiring shareholder approval [1][2][3]. Group 1: Meeting and Approval - The third Supervisory Board meeting was held on August 11, 2025, with all three supervisors present, complying with relevant laws and regulations [1]. - The proposal for the acquisition was approved with unanimous votes, requiring further submission to the shareholders' meeting for final approval [2][3]. Group 2: Transaction Details - The total transaction price for the acquisition of Hengyang Data is set at 1,148,338,427.34 yuan, with the equity valuation based on an assessment report indicating a value of 1,151.30 million yuan, reflecting a significant increase in value [2][3]. - The payment structure includes both cash and shares, with a cash component of 344,502,664.44 yuan to be paid within 10 working days after regulatory approval [5][6]. Group 3: Share Issuance and Pricing - The shares will be issued at a price of 43.09 yuan per share, adjusted from an initial price of 43.48 yuan due to dividend distributions [6][7]. - The number of shares to be issued is calculated to be 18,654,810, representing 12.66% of the total share capital post-transaction [7][8]. Group 4: Lock-up and Performance Commitments - A lock-up period of 12 months is established for the transaction parties, during which they cannot transfer their shares [9][10]. - Performance commitments require the target company to achieve a cumulative net profit of no less than 300 million yuan over three years, with specific compensation arrangements in place if targets are not met [12][14]. Group 5: Regulatory Compliance - The transaction complies with various regulatory requirements, including the Major Asset Restructuring Management Measures and the Securities Issuance Registration Management Measures [18][19][20]. - The company has established measures to prevent dilution of immediate returns for existing shareholders, ensuring that the transaction enhances overall shareholder value [24][25].