CHQSXP(SZ:000565) Zheng Quan Zhi Xing·2025-06-20 13:29Transaction Overview - Chongqing Three Gorges Paint Co., Ltd. plans to acquire 11.91% equity of Chongqing Weilan Times Energy Technology Co., Ltd. for a cash consideration of 8.93 million yuan and will increase its capital by 6.82 million yuan, resulting in a 51% ownership stake post-transaction [1][2] - The transaction was approved by the board with unanimous votes and does not require shareholder approval [1] Parties Involved - The seller, Chongqing Xiaoman Technology Partnership (Limited Partnership), has a registered capital of 1.11 million yuan and focuses on management consulting and technology services [2] - The buyer, Chongqing Yufu Holding Group Co., Ltd., is a state-owned enterprise with a registered capital of 16.8 billion yuan [1][2] Target Company Information - Chongqing Weilan Times Energy Technology Co., Ltd. has a registered capital of 45.54 million yuan and specializes in the research, production, and sales of radiation cooling materials [3][4] - The company’s main products include radiation cooling coatings and films, which are applicable in various industries such as logistics and energy conservation [5][6] Financial Performance - As of March 2025, the target company reported total assets of 42.50 million yuan, total liabilities of 13.77 million yuan, and owner’s equity of 28.73 million yuan [6][7] - The company achieved a net profit of 2.38 million yuan in the first quarter of 2025, compared to a net loss of 3.19 million yuan in 2024 [7] Valuation and Pricing - The target company was valued at 75 million yuan based on a third-party assessment, reflecting a 163.38% increase from its book value [8] - The pricing for the transaction was determined based on the valuation report and mutual agreement between the parties, ensuring fairness and reasonableness [8] Investment Agreement Highlights - The investment agreement outlines the payment structure, including an initial payment of 35% upon signing and subsequent payments contingent on performance metrics [9][10] - Performance commitments include achieving a cumulative net profit of 39 million yuan from 2025 to 2029, with specific annual targets [11][12] Strategic Implications - The acquisition aims to enhance the company's production capabilities and facilitate a transition towards high-end functional coatings, aligning with industry trends towards energy efficiency and innovation [15][16] - The transaction is expected to improve the company's asset base and revenue, contributing positively to its overall financial health [16]