Haitong Securities(HAITY)
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芯碁微装: 国泰海通证券股份有限公司关于合肥芯碁微电子装备股份有限公司差异化分红送转特殊除权除息事项的核查意见
Zheng Quan Zhi Xing· 2025-06-10 11:49
Core Viewpoint - The company, Hefei Chipcore Microelectronics Equipment Co., Ltd., plans to implement a differentiated dividend distribution, proposing a cash dividend of 3.70 yuan per 10 shares (including tax) for the fiscal year 2024, based on a total share capital of 131,740,716 shares, adjusted for shares held in the repurchase account [1][2]. Group 1: Reasons for Differentiated Dividend Distribution - The company aims to distribute profits based on the total share capital minus the shares in the repurchase account, resulting in a total cash dividend distribution of approximately 48,567,455.78 yuan (including tax) [1]. - The company will maintain the per-share distribution ratio even if there are changes in total share capital due to convertible bonds, share repurchases, or other corporate actions [2]. Group 2: Calculation Basis for Differentiated Dividend Distribution - The company has completed a share repurchase plan, acquiring shares at an average price of 67.09 yuan per share, with a total expenditure of approximately 30,016,900.65 yuan (excluding transaction fees) [2][3]. - The reference price for ex-dividend trading is calculated using the formula: (previous closing price - cash dividend) / (1 + change in circulating shares ratio) [3][4]. - The impact of the differentiated dividend on the reference price is minimal, calculated to be approximately 0.00185% [4]. Group 3: Sponsor Institution's Review Opinion - The sponsor institution, Guotai Junan Securities, confirms that the differentiated dividend distribution complies with relevant regulations and does not harm the interests of the company or its shareholders [4].
海兰信: 国泰海通证券股份有限公司关于北京海兰信数据科技股份有限公司部分募投项目变更实施主体并使用部分募集资金向控股孙公司提供借款以实施募投项目的专项核查意见
Zheng Quan Zhi Xing· 2025-06-10 11:48
Core Viewpoint - The company has decided to change the implementation subject of the "UDC Shanghai Project (Phase I)" to its subsidiary, Shanghai Hailan Cloud, and will provide part of the raised funds as a loan to support the project implementation, which aligns with the company's operational needs and resource allocation requirements [1][8][14]. Fundraising Overview - The company raised a total of 730 million yuan through the issuance of convertible bonds, with a net amount of 721.302 million yuan after deducting underwriting fees [2]. - The company has also issued shares to specific investors, raising an additional 294.0189 million yuan after fees [5]. Project Changes - The implementation subject of the "Smart Ocean Technology Center Construction Project" has been changed to a wholly-owned subsidiary, Hainan Ruihai Ocean Technology Co., Ltd., and the project location has shifted from Shenzhen to Sanya, Hainan [3]. - The "Annual Production of Intelligent Ship System and Intelligent Perception System Project" has been renamed to "Undersea Data Center Phase I Project," with changes in the implementation subject and location [3]. - The remaining funds for the "Marine Advanced Sensor Comprehensive Intelligent Operation Platform Project" have had their usage deadline extended from December 2023 to December 2024 [4]. Project Funding Allocation - The total investment for the "Undersea Data Center Phase I Project" is 576 million yuan, with a planned use of 215.118 million yuan from the raised funds [4]. - The "Ship Solid-State Navigation Radar Testing Platform Construction and Industrialization Project" has a planned use of 125.7578 million yuan from the raised funds [4]. Loan Details - The company plans to provide a loan of 122.2575 million yuan to Shanghai Hailan Cloud for the "UDC Shanghai Project (Phase I)," with the loan duration aligned with the project implementation period [8][14]. - The loan will be based on the benchmark interest rate set by the People's Bank of China and is strictly for project implementation purposes [8][14]. Implementation Subject Change Justification - The change in the implementation subject to Shanghai Hailan Cloud is based on its competitive advantages in the undersea data center sector, including proprietary technology and industry standards [11]. - The company aims to leverage the technological support from Shanghai Hailan Cloud to meet green and low-carbon project requirements [12]. Decision-Making Process - The decision to change the project implementation subject and provide the loan was approved by the company's board of directors and supervisory board, ensuring compliance with relevant regulations [15].
宿迁联盛: 国泰海通证券股份有限公司关于宿迁联盛科技股份有限公司差异化分红事项的核查意见
Zheng Quan Zhi Xing· 2025-06-10 10:39
国泰海通证券股份有限公司 关于宿迁联盛科技股份有限公司差异化分红事项的核查意见 国泰海通证券股份有限公司(以下简称"国泰海通"或"保荐机构")作为 宿迁联盛科技股份有限公司(以下简称"公司"、"上市公司"或"宿迁联盛") 的保荐机构,根据《中华人民共和国公司法》 《中华人民共和国证券法》 《证券发 行上市保荐业务管理办法》《上市公司股份回购规则》和《上海证券交易所上市 公司自律监管指引第 7 号——回购股份》等有关规定,对宿迁联盛 2024 年年度 利润分配所涉及的差异化分红(以下简称"本次差异化分红")相关事项进行了 审慎核查,核查情况及核查意见如下: 一、本次差异化分红的原因 《关于以集中竞价交易方式回购股份方案的议案》,同意公司使用自有资金通过 集中竞价交易方式进行股份回购,回购股份将用于股权激励或员工持股计划,回 购股份的资金总额不低于人民币 2,500 万元(含),不超过人民币 5,000 万元(含), 回购股份的价格不超过人民币 16.19 元/股(含),回购股份的期限自董事会审议 通过本次回购股份方案之日起 12 个月内。公司因实施 2023 年度权益分派调整了 回购股份价格上限,自 2024 ...
新中港: 国泰海通证券股份有限公司关于浙江新中港热电股份有限公司涉及权益分派暨“新港转债”转股价格调整的临时受托管理事务报告
Zheng Quan Zhi Xing· 2025-06-10 09:30
Group 1 - The report discusses the temporary management of the convertible bonds issued by Zhejiang New Zhonggang Thermal Power Co., Ltd., including the adjustment of the conversion price for the "Xingang Convertible Bonds" [1][2] - The total issuance amount of the convertible bonds is RMB 369.135 million, with a face value of RMB 100 per bond, and the bonds have a term of six years from March 8, 2023, to March 7, 2029 [2][4] - The initial conversion price is set at RMB 9.18 per share, which is subject to adjustments based on various corporate actions such as stock dividends and cash distributions [2][4][6] Group 2 - The conversion price has been adjusted from RMB 8.85 per share to RMB 8.67 per share due to the company's profit distribution for the year 2024, effective from June 12, 2025 [5][6] - The bondholders will have the option to convert their bonds into shares starting from September 14, 2023, until the maturity date, with the conversion process temporarily suspended during the rights registration period [2][6] - The report emphasizes that the rights distribution and conversion price adjustments comply with legal regulations and do not adversely affect the company's operational and debt repayment capabilities [6][7]
国泰海通证券:6月开始逐步迎来低基数期 玻璃加工、玻纤龙头持续价值回归
news flash· 2025-06-09 23:38
Group 1 - The report from Guotai Junan Securities indicates that starting from June 2024, there will be a significant decline in building materials demand, primarily due to the pressure from local government debt in developed regions [1] - The glass processing sector shows resilience, with leading companies having high competitive barriers, advantageous valuations, and dividends, indicating a continuous value recovery [1] - In the fiberglass sector, long-term contract price increases are gradually being implemented, with leading companies having a higher sales proportion in high-end roving and electronic yarn, which enhances demand and market structure [1]
热威股份: 国泰海通证券股份有限公司关于杭州热威电热科技股份有限公司部分募投项目新增实施地点的核查意见
Zheng Quan Zhi Xing· 2025-06-09 10:23
Core Viewpoint - The company has received approval for its initial public offering and has successfully raised a total of RMB 924.23 million, with all funds received by September 5, 2023, which will be utilized for specific investment projects [1][2]. Summary of Fundraising Situation - The company has been authorized by the China Securities Regulatory Commission to issue shares, raising RMB 924.23 million, net of issuance costs [1]. - The funds have been confirmed by Tianjian Accounting Firm through a verification report [1]. Summary of Investment Projects - The main investment project involves the expansion of a production line for electric heating components, with a total investment of RMB 892.69 million and a planned fundraising amount of RMB 759.73 million [2]. - The project for producing 5 million units of heating management systems for new energy vehicles has a new implementation location added in Jiangshan, Zhejiang Province, while the total investment and fundraising amounts remain unchanged [2][3]. New Implementation Location Details - The new implementation site for the heating management system project is located at No. 9, Ruzhu Road, Fuzhu Garden Village, Sidu Town, Jiangshan City, Zhejiang Province [3]. - The original implementation locations included sites in Hangzhou, Zhejiang Province, and Sriracha District, Thailand [3]. Reasons and Impact of New Implementation Location - The addition of the new implementation site is aimed at improving operational efficiency and resource integration, aligning with the company's long-term strategic planning [4]. - The change does not alter the investment direction or project content, ensuring no adverse effects on project implementation or shareholder interests [4]. Review Procedures for New Implementation Location - The proposal for the new implementation site has been approved by the company's board and supervisory board, following necessary review procedures [5]. - The company is committed to adhering to regulatory requirements regarding the management and use of raised funds [5]. Special Opinions on New Implementation Location - The supervisory board supports the new implementation site, stating it aligns with the company's development strategy and does not affect project implementation or shareholder interests [5]. - The sponsoring institution has confirmed that the new implementation site complies with relevant regulations and does not constitute a substantial change in the investment project [5].
国泰海通证券:中国股市“转型牛”的格局越来越清晰 战略看多2025年
news flash· 2025-06-08 23:39
Group 1 - The core viewpoint of the report indicates that the pattern of a "transformation bull market" in the Chinese stock market is becoming increasingly clear, with a strategic outlook favoring 2025 [1] - After adjustments, investors' understanding of the economic situation has become sufficient, reducing the marginal impact of valuation contraction [1] - Stock prices reflect investors' expectations for the future, with the main contradiction in expectation changes shifting from economic cycle fluctuations to a decline in discount rates, particularly the systematic reduction of risk-free rates and risk perception [1] Group 2 - The Chinese policy "three arrows" aimed at resolving debt, boosting demand, and stabilizing asset prices, along with capital market reforms focused on "investor-centric" approaches, are expected to help restore investor confidence in long-term assumptions [1] - The emergence of new technologies and new consumption opportunities is contributing to the revitalization of the investment landscape in China, supporting the transition towards a "transformation bull market" [1]
奥浦迈: 国泰海通证券股份有限公司关于上海奥浦迈生物科技股份有限公司本次交易产业政策和交易类型之独立财务顾问核查意见
Zheng Quan Zhi Xing· 2025-06-05 16:17
Group 1 - The transaction involves Shanghai Aopumai Biotechnology Co., Ltd. acquiring 100% equity of Pengli Bio-pharmaceutical Technology (Shanghai) Co., Ltd. through a combination of issuing shares and cash payment [1][2] - The industry classification of the target company falls under "M73 Scientific Research and Technical Services" specifically within "4.1 Biopharmaceutical Industry" [1][2] - The transaction is categorized as a vertical merger within the same industry, enhancing the company's CRDMO (Cell Culture Medium + Clinical CRO + Biopharmaceutical CDMO) service capabilities [2][3] Group 2 - The transaction includes issuing shares to no more than 35 specific investors to raise supporting funds [3] - The independent financial advisor confirms that the listed company is not under investigation by the China Securities Regulatory Commission (CSRC) [3]
奥浦迈: 国泰海通证券股份有限公司关于上海奥浦迈生物科技股份有限公司内幕信息知情人登记制度的制定和执行情况的核查意见
Zheng Quan Zhi Xing· 2025-06-05 16:17
Core Viewpoint - The company, Shanghai Aopumai Biotechnology Co., Ltd., is planning to acquire 100% equity of Pengli Biological Technology (Shanghai) Co., Ltd. through a combination of issuing shares and cash payment, involving multiple investment partners [1][2]. Group 1: Transaction Details - The acquisition involves several investment entities, including PharmaLegacy Hong Kong Limited and various limited partnerships, indicating a broad consortium of investors [1]. - The company intends to raise supporting funds by issuing shares to no more than 35 specific investors as part of the transaction [1]. Group 2: Confidentiality Measures - The company has implemented strict confidentiality measures to prevent the leakage of sensitive information related to the transaction, including the establishment of a registration system for insider information [2]. - The independent financial advisor has confirmed that the company has adhered to relevant laws and regulations, ensuring effective confidentiality protocols are in place [2].
奥浦迈: 国泰海通证券股份有限公司关于上海奥浦迈生物科技股份有限公司本次交易符合《关于加强证券公司在投资银行类业务中聘请第三方等廉洁从业风险防控的意见》的相关规定的核查意见
Zheng Quan Zhi Xing· 2025-06-05 16:17
Group 1 - The independent financial advisor, Guotai Junan Securities Co., Ltd., conducted a review of Shanghai Aopumai Biotechnology Co., Ltd.'s acquisition and financing activities, confirming compliance with the relevant regulations [1][2] - The review found no instances of direct or indirect paid hiring of third parties by the independent financial advisor during the financial advisory process for the merger and acquisition [1][2] - The hiring of third-party institutions and individuals by the listed company was deemed legal and compliant with the regulations set forth by the China Securities Regulatory Commission [2] Group 2 - The listed company did not engage in any other direct or indirect paid hiring of third-party institutions or individuals beyond those mentioned [2] - The independent financial advisor's review opinion aligns with the regulations regarding the hiring of third parties in investment banking activities [2]