Core Viewpoint - The company plans to issue shares to a specific entity, Fuhua Chemical, which is its controlling shareholder, to raise funds for digital transformation and marketing initiatives, while this transaction is classified as a related party transaction and does not constitute a major asset restructuring [1][2][6]. Group 1: Overview of Related Transactions - The company intends to raise funds through a share issuance to Fuhua Chemical at a price of 6.31 RMB per share, with a total fundraising amount not exceeding 1,144.247 million RMB [2][6]. - The issuance will involve a maximum of 181,338,685 shares, representing no more than 30% of the company's total share capital prior to the issuance [8][14]. - The transaction is subject to approval from the company's board of directors, shareholders, and regulatory bodies [16]. Group 2: Information on the Related Party - Fuhua Chemical is the controlling shareholder of the company, holding 56.32% of its shares through various subsidiaries [4][5]. - The company operates in the chemical industry, focusing on the development and application of chemical products, including glyphosate and its formulations [4][5]. - Fuhua Chemical reported total assets of 1,344.052 million RMB and a net profit of 602.712 million RMB for the year ending December 31, 2024 [5]. Group 3: Purpose and Impact of the Transaction - The primary purpose of the share issuance is to support the company's digital transformation and marketing network construction, enhancing operational efficiency and market competitiveness [12][13]. - The funds raised will be allocated to digital upgrades, marketing initiatives, and working capital, which are expected to improve the company's core competitiveness and financial structure [13][14]. - The transaction will not alter the company's main business or its existing asset structure, ensuring that Fuhua Chemical remains the controlling shareholder post-issuance [14]. Group 4: Approval Process - The board of directors has reviewed and approved the related party transaction, with independent directors also endorsing the share issuance plan [15][16]. - The transaction requires further approval from the shareholders' meeting and regulatory authorities before implementation [16].
尚纬股份: 关于公司与特定对象签署附条件生效的股份认购协议暨关联交易的公告