NBTM(SH:600114) Zhong Guo Jing Ji Wang·2025-04-25 03:44Core Viewpoint - Dongmu Co., Ltd. plans to acquire a 34.75% stake in Shanghai Fuchi through a combination of issuing shares and cash payments, while also raising supporting funds [1][2] Group 1: Transaction Details - The transaction involves five parties: Yuan Zhi Xing Huo, Zhong Wei, Chuang Jing Investment, Ningbo Hua Guan, and Ningbo Fu Jing [1] - The specific transaction price will be determined based on an asset evaluation report from a legally compliant evaluation agency [1] - The issuance price for the shares is set at 14.99 yuan per share [1] - The company aims to raise supporting funds not exceeding 100% of the transaction price, with the total number of shares issued not exceeding 30% of the total share capital post-transaction [1][2] Group 2: Use of Funds - The raised funds will be allocated for cash payments for the transaction, project construction of the target company, intermediary fees, and to supplement the liquidity of the listed company [2] - The proportion of funds used to supplement liquidity will not exceed 25% of the transaction price or 50% of the total raised funds [2] Group 3: Company Ownership and Financial Impact - Prior to the transaction, Dongmu Co. holds a 64.25% stake in Shanghai Fuchi, which will increase to 99.00% post-transaction [2] - The transaction does not constitute a major asset restructuring or a change in control, as the company remains without a controlling shareholder [2] Group 4: Financial Performance of Shanghai Fuchi - Shanghai Fuchi is projected to achieve revenues of 1,035.73 million yuan in 2023 and 1,977.44 million yuan in 2024, with net profits of -55.62 million yuan in 2023 and 166.96 million yuan in 2024 [3][4] - The financial data indicates a significant turnaround in profitability from a loss in 2023 to a profit in 2024 [3][4] Group 5: Dongmu Co. Financial Data - Dongmu Co. reported revenues of 5,142.99 million yuan in 2024, up from 3,861.08 million yuan in 2023 [5] - The net profit for 2024 is projected at 468.54 million yuan, compared to 194.16 million yuan in 2023 [5] - The cash flow from operating activities for 2024 is expected to be 351.92 million yuan, an increase from 295.17 million yuan in 2023 [5]