Zhong Guo Jing Ji Wang·2025-04-29 03:18Core Viewpoint - Xiangshan Co., Ltd. plans to issue shares to specific investors, aiming to raise no more than 811.79 million yuan, which will be used to supplement working capital [1][2]. Group 1: Share Issuance Details - The share issuance will involve a maximum of 32,879,402 shares, which does not exceed 30% of the total share capital prior to the issuance [2]. - The issuance price is set at 24.69 yuan per share, which is 80% of the average trading price over the previous 20 trading days [1][2]. - The controlling shareholder, Ningbo Joyson Electronic Corp., will subscribe to the entire issuance amount in cash [1][2]. Group 2: Shareholding Changes - After the issuance, Ningbo Joyson Electronic Corp. will hold a total of 72,501,002 shares, representing 43.95% of Xiangshan's total share capital [2]. - The issuance will not change the controlling shareholder or the actual controller of Xiangshan Co., Ltd. [2]. Group 3: Regulatory Compliance - The issuance triggers a mandatory tender offer obligation for Ningbo Joyson Electronic Corp. due to the increase in shareholding above 30% [2][3]. - The company’s board has proposed to the shareholders' meeting to approve the exemption from the tender offer requirement for the investor [3]. Group 4: Previous Fundraising - In 2022, Xiangshan Co., Ltd. raised approximately 599.99 million yuan through a private placement of 21,405,636 shares at a price of 28.03 yuan per share [4]. - The net proceeds from the previous fundraising were confirmed by an audit report from Huaxing Accounting Firm [4].