Zheng Quan Zhi Xing·2025-07-16 13:19Core Viewpoint - The company has signed a conditional share subscription agreement with Shandong High-speed Industrial Investment Co., Ltd., which is controlled by the company's actual controller, constituting a related party transaction. The issuance of A-shares to this specific entity requires approval from the shareholders' meeting and regulatory bodies [1][2][3]. Group 1: Related Party Transaction Overview - The actual controller of the company, Shandong High-speed Industrial Investment Co., Ltd., intends to subscribe for all shares issued in this specific offering, which constitutes a related party transaction [2][3]. - The transaction does not qualify as a major asset restructuring under the relevant regulations [2]. Group 2: Basic Information of Related Party - The related party, Shandong High-speed Industrial Investment Co., Ltd., is located in Jinan and has a registered capital of 300 million RMB [3]. - The company is involved in various investment activities, including equity investment and real estate management [3]. Group 3: Financial Data of Related Party - As of March 31, 2025, the total assets of Shandong High-speed Industrial Investment Co., Ltd. were approximately 3.80 billion RMB, with total equity of about 1.29 billion RMB [4]. - The total revenue for the first quarter of 2025 was approximately 213.57 million RMB, while the net profit was around 7.77 million RMB [4]. Group 4: Transaction Details - The issuance price for the shares is set at 5.13 RMB per share, which is not lower than 80% of the average trading price over the previous 20 trading days [5][6]. - The total number of shares to be issued will not exceed 139,888,845 shares, representing 30% of the company's total shares prior to the issuance [6][7]. Group 5: Purpose and Impact of the Transaction - The funds raised from this issuance will be used to supplement working capital and repay bank loans, which will help reduce the company's debt ratio and optimize its capital structure [11]. - The transaction is expected to enhance the company's financial strength and risk resistance, supporting sustainable development and long-term strategic implementation [11]. Group 6: Approval Process - The transaction requires approval from the state-owned assets supervision and administration authority, the shareholders' meeting, the Shenzhen Stock Exchange, and the China Securities Regulatory Commission [12].