Visionox(SZ:002387) Zheng Quan Zhi Xing·2025-06-25 19:00Core Viewpoint - The company plans to issue shares and pay cash to acquire the controlling stake in its subsidiary, Hefei Visionox Technology Co., Ltd., and is adjusting the related transaction plan, which includes performance compensation commitments and lock-up periods for the transaction parties [1][10]. Summary by Relevant Sections Transaction Plan Adjustments - The performance compensation commitment period for the target company has been adjusted to the fiscal years 2025 and 2026, based on the net profit situation confirmed by the audit report for 2024 [1][2]. - The total committed operating revenue for the target company during the performance commitment period is set at 3,234,692.53 million yuan, with specific annual targets for 2025 and 2026 [2][3]. Compensation Mechanism - If the target company fails to meet the committed profit indicators, the transaction parties will compensate the listed company based on the proportion of shares sold [3][4]. - The compensation amount will be calculated based on the difference between the committed and actual operating revenue during the performance commitment period [4][5]. Performance Reward - If the target company exceeds the performance commitments, 50% of the excess profit will be rewarded to the transaction parties, with a maximum reward limit of 121,951.4469 million yuan [5][6]. Lock-up Periods - The transaction parties are restricted from transferring shares obtained through this transaction until the performance commitment obligations are fulfilled [7][8]. Regulatory Compliance - The adjustments made to the transaction plan do not constitute a major adjustment to the restructuring plan, as they meet the criteria set forth in relevant regulations [10]. - The adjustments were approved in a board meeting held on June 25, 2025, and do not require further shareholder approval [10].