XSS(SH:600117) Zheng Quan Zhi Xing·2025-07-08 16:08Core Viewpoint - The acquisition report outlines Tianjin Jianlong Steel Industry Co., Ltd.'s plan to acquire shares in Xining Special Steel Co., Ltd. through a private placement, aiming to strengthen its control over the company and enhance its financial stability for future growth [1][2][8]. Group 1: Acquisition Details - Tianjin Jianlong intends to acquire up to 578,034,682 shares of Xining Special Steel, which would increase its ownership from 29.96% to 40.52% post-issuance [10][11]. - The acquisition is structured as a cash subscription for shares at a price of 1.73 RMB per share, with a total investment not exceeding 1 billion RMB [13][14]. - The company has committed to not transferring the newly acquired shares for 36 months after the issuance, ensuring stability in ownership [12][9]. Group 2: Regulatory Compliance - The acquisition is subject to approval from the shareholders' meeting and must comply with the relevant regulations set forth by the China Securities Regulatory Commission and the Shanghai Stock Exchange [2][10]. - Tianjin Jianlong has received necessary authorizations and approvals to proceed with the acquisition, ensuring compliance with corporate governance standards [1][3]. Group 3: Financial Overview - Tianjin Jianlong's recent financial performance shows total assets of approximately 19.94 billion RMB and net assets of about 6.99 billion RMB as of December 31, 2024 [6][7]. - The company reported a revenue of approximately 24.24 billion RMB for the fiscal year 2024, indicating a growth trend in its core steel business [6][7]. Group 4: Strategic Intent - The acquisition aims to optimize the capital structure of Xining Special Steel and enhance its financial strength, supporting the company's strategic goal of becoming a leading special steel enterprise [8][10]. - Tianjin Jianlong has expressed confidence in the long-term investment value of Xining Special Steel, indicating a commitment to its growth and development [8][9]. Group 5: Independence and Competition - The acquisition will not alter the actual control of Xining Special Steel, maintaining its operational independence in terms of assets, personnel, and business [18][19]. - Tianjin Jianlong has committed to avoiding any substantial competition with Xining Special Steel by managing overlapping business areas effectively [19][22].