Summary of Key Points Core Viewpoint The report outlines the independent financial advisory opinion regarding the acquisition of assets by Xinjiang Baodi Mining Co., Ltd. through the issuance of shares and cash payment, along with the associated fundraising and related party transactions. Group 1: Transaction Overview - The transaction involves issuing shares and cash to acquire 87% equity in Xinjiang Congling Energy Co., Ltd. from two parties: 82% from Kexin Congling Industrial Co., Ltd. and 5% from JAAN Investments Co., Ltd. [5] - The total transaction price for the 87% equity is approximately 68,512.50 million RMB, with cash payment of 8,937.50 million RMB and share issuance of 59,575.00 million RMB [5][6]. Group 2: Financial Impact - Post-transaction, the total assets of the company are projected to increase from 653,127.28 million RMB to 773,057.87 million RMB, reflecting an 18.36% growth [7]. - The company's net profit attributable to shareholders is expected to rise from 13,829.89 million RMB to 20,931.56 million RMB, indicating a 51.35% increase [7]. - The basic earnings per share is anticipated to improve from 0.17 to 0.23, a 35.29% increase [8]. Group 3: Strategic Benefits - The acquisition will enhance the company's iron ore resource volume from 3.8 billion tons to approximately 4.6 billion tons, a 21.75% increase, thereby strengthening its operational capabilities [6][7]. - The transaction aligns with the company's core business of iron ore mining and processing, providing synergies and expanding its market presence in Xinjiang [5][6]. Group 4: Regulatory Compliance - The transaction has undergone necessary decision-making processes, including independent board meetings and compliance with relevant laws and regulations [7][8]. - The company has committed to protecting the rights of minority investors through strict adherence to information disclosure obligations and fair pricing practices [7][8].
宝地矿业: 申万宏源证券承销保荐有限责任公司关于新疆宝地矿业股份有限公司之独立财务顾问报告