奥浦迈: 奥浦迈：2025年第一次临时股东大会会议资料

Core Viewpoint - Shanghai Aopumai Biotechnology Co., Ltd. plans to acquire 100% equity of Pengli Biological Medicine Technology (Shanghai) Co., Ltd. through a combination of issuing shares and cash payment, while also raising supporting funds from no more than 35 specific investors [16][17]. Meeting Procedures - The shareholders' meeting is scheduled for June 23, 2025, at 14:00, located at the company's office in Shanghai [8][9]. - Attendees must arrive at least 30 minutes early for registration and verification of their attendance [3][4]. - The meeting will follow a predetermined agenda for discussing and voting on proposals [3][4]. Proposals for Approval - The meeting will review several key proposals, including: - Proposal 1: Compliance with conditions for issuing shares and cash payment for asset acquisition [10][12]. - Proposal 2: Issuing shares and cash payment for asset acquisition [10][12]. - Proposal 3: Approval of the asset acquisition report [11][12]. - Proposal 4: Confirmation that the transaction does not constitute a related party transaction [11][12]. - Proposal 5: Acknowledgment that the transaction is a significant asset restructuring but does not constitute a restructuring listing [11][12]. Financial Details - The total assessed value of Pengli Biological's equity is approximately 1.452 billion yuan, with the final transaction price set at 1.4505 billion yuan [21]. - The share issuance price is determined to be 32.00 yuan per share, which is not less than 80% of the average trading price over the previous 20 trading days [20][21]. - A total of 23,140,206 shares will be issued as part of the transaction, with cash payments amounting to approximately 740.49 million yuan [21][22]. Voting and Participation - Shareholders and their representatives have the right to speak, inquire, and vote during the meeting, with a limit of two speaking opportunities per person [4][5]. - Voting will be conducted through both on-site and online platforms, ensuring accessibility for all shareholders [6][8].