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ST凯利: 关于涌金投资控股有限公司要约收购公司股份的第一次提示性公告

Core Viewpoint - The announcement details the first prompt regarding the tender offer by Yongjin Investment Holdings Limited to acquire shares of Shanghai Kelly Medical Technology Co., Ltd, indicating a strategic move to increase ownership in the company while maintaining compliance with listing requirements [1][2]. Summary by Sections Basic Information of the Tender Offer - The acquirer is Yongjin Investment Holdings Limited, targeting Shanghai Kelly Medical Technology Co., Ltd, with the stock name ST Kelly and stock code 300326 [1]. - The type of shares being acquired is unrestricted circulating shares, excluding 13,651 shares held in the company's repurchase account [1]. - The planned acquisition involves 71,701,268 shares, representing approximately 10% of the company's total equity [1]. - The tender offer price is set at 5.18 yuan per share, with adjustments possible for any corporate actions such as dividends or stock splits during the offer period [1][2]. Purpose of the Tender Offer - The purpose of the tender offer is to enhance the acquirer's stake in the company based on a positive assessment of the company's value and future prospects [2]. - The tender offer is not intended to terminate the company's listing status, and the share distribution will continue to meet the Shenzhen Stock Exchange's listing conditions [2]. Tender Offer Timeline - The tender offer period spans from July 17, 2025, to August 15, 2025, totaling 30 calendar days [2]. - Shareholders can withdraw their acceptance of the tender offer during the last three trading days of the offer period [2][8]. Tender Offer Price and Calculation Basis - The tender offer price of 5.18 yuan per share is above the average weighted price of 4.71 yuan per share over the 30 trading days prior to the announcement [3]. - The acquirer has not purchased any shares of the company in the six months leading up to the announcement [3]. Shareholder Acceptance Process - Shareholders can submit their acceptance of the tender offer through the Shenzhen Stock Exchange trading system, with specific codes and procedures outlined [4]. - Accepted shares can be sold on the same day as the tender offer submission, and the acceptance will be confirmed by the Shenzhen Central Depository [4][5]. Handling of Excess Shares - If the total accepted shares exceed 71,701,268, the acquisition will be conducted on a pro-rata basis [5]. - Any fractional shares resulting from the acceptance will be handled according to the Shenzhen Central Depository's policies [5]. Announcement of Acceptance Status - The acquirer will announce the status of accepted shares daily during the tender offer period on the Shenzhen Stock Exchange website [6][7]. Current Acceptance Status - As of July 23, 2025, there are 11 net acceptance accounts with a total of 53,800 shares accepted, representing 0.0750% of the company's total equity [8].