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中达安: 关于公司签署《附条件生效的股份认购协议》暨控股股东、实际控制人拟发生变更的提示性公告

Core Viewpoint - The company, Zhongda An, has signed a conditional share subscription agreement with Xiamen Jianxi, which will lead to a change in the controlling shareholder and actual controller of the company [1][2][3] Group 1: Transaction Overview - Zhongda An plans to issue A-shares to Xiamen Jianxi, with a maximum of 42,040,200 shares, representing 23.08% of the total shares post-issuance [2][4] - Prior to this issuance, Xiamen Jianxi did not hold any shares in Zhongda An, and the transaction will result in a reduction of the current controlling shareholder's stake to 7.70% [2][3] - The new actual controller will be Wang Li, who is associated with Beijing Hedaxin Holding Group, focusing on the new energy and pharmaceutical sectors [2][3] Group 2: Background and Purpose - Xiamen Jianxi aims to acquire control of Zhongda An based on confidence in the company's intrinsic value and future prospects [2][3] - The strategic direction of Xiamen Jianxi aligns with national "dual carbon" goals, emphasizing technology-driven green industry development [2][3] Group 3: Approval and Regulatory Requirements - The issuance of shares requires approval from relevant regulatory authorities, including the company’s shareholders' meeting, Shenzhen Stock Exchange, and the China Securities Regulatory Commission [3][11] - The completion of the transaction is subject to uncertainties regarding the approval process and timeline [3][11] Group 4: Financial Information of Xiamen Jianxi - As of December 31, 2024, Xiamen Jianxi reported total assets of 0.05 million and a net asset of -0.30 million, with no revenue and a net loss of -0.30 million for the year [4]