宝地矿业: 新疆宝地矿业股份有限公司发行股份及支付现金购买资产并募集配套资金暨关联交易报告书（申报稿）

Core Viewpoint - The company plans to acquire an 87% stake in Xinjiang Congling Energy Co., Ltd. through a combination of issuing shares and cash payments, while also raising supporting funds from specific investors, which will enhance its operational capacity and market presence in the iron ore sector [1][2][5]. Group 1: Transaction Overview - The transaction involves issuing shares and cash payments to acquire 82% of Congling Energy from Kizilsu Congling Industrial Co., Ltd. and 5% from JAAN Investments Co., Ltd. [1][4] - The total amount of funds to be raised through the issuance of shares is capped at 560 million yuan, which will be used for the transaction and other operational needs [5][6]. - The transaction is expected to increase the company's iron ore resources from 380 million tons to approximately 460 million tons, representing a 21.75% increase [5][6]. Group 2: Financial Impact - The total assets of the company are projected to increase from 658,262.10 million yuan to 779,440.88 million yuan, an 18.41% rise post-transaction [6]. - The company's total liabilities will rise from 266,624.28 million yuan to 323,309.00 million yuan, reflecting a 21.26% increase [6]. - The net profit attributable to the parent company is expected to decrease by 10.75%, from 2,004.20 million yuan to 1,788.67 million yuan, indicating potential short-term challenges [6]. Group 3: Strategic Benefits - The acquisition will allow the company to control the Ziluoyi North Iron Mine, enhancing its operational footprint in the Kizilsu region and surrounding areas [5][6]. - The transaction aligns with the company's core business of iron ore mining and processing, as Congling Energy possesses high-quality iron ore resources capable of producing iron concentrates with over 68% grade [5][6]. - The company aims to strengthen its competitive position in the iron ore market, increasing its production capacity to 3.2 million tons per year, thereby enhancing its market influence [5][6].