Group 1 - The company plans to issue shares and pay cash to acquire the controlling stake in Hefei Visionox Technology Co., Ltd. and raise matching funds through a related transaction [1][2] - The board of directors approved adjustments to the transaction plan, including changes to performance compensation commitments [1][3] - The independent financial advisor confirmed that the adjustments do not constitute a major change to the restructuring plan [8][9] Group 2 - The performance commitment period for the target company has been adjusted to include cumulative net profits of no less than 3,234,692.53 million yuan for the years 2025 and 2026 [2][3] - Compensation amounts and methods have been specified, including cash compensation based on the proportion of shares transferred [3][4] - If the target company meets its performance commitments, 50% of the excess performance will be used for cash rewards to the transaction parties [4][5] Group 3 - The adjustments to the transaction plan do not meet the criteria for a major restructuring change as outlined in relevant regulations [6][8] - The independent financial advisor's review concluded that the adjustments are compliant with the regulations governing major asset restructuring [7][9]
维信诺: 中国国际金融股份有限公司关于维信诺科技股份有限公司本次交易方案调整不构成重大调整的核查意见