思林杰: 广州思林杰科技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（草案）摘要（修订稿）

Group 1 - The core transaction involves Guangzhou Silin Jie Technology Co., Ltd. issuing shares and paying cash to acquire 71% of Qingdao Kekai Electronic Research Institute Co., Ltd. and raising supporting funds [15][17] - The transaction is classified as a major asset restructuring under the relevant regulations [15][17] - The total cash consideration for the transaction is set at 85.7 million yuan, with 56.3 million yuan paid in shares [17] Group 2 - The company plans to raise supporting funds not exceeding 100% of the transaction price through the issuance of shares to no more than 35 specific investors [19][21] - The funds raised will be used to cover cash consideration, intermediary fees, and related taxes [19][21] - The issuance of shares will not exceed 30% of the company's total share capital prior to the transaction [19][21] Group 3 - The independent financial advisor for the transaction is Minsheng Securities Co., Ltd. [5] - The legal advisor is Shanghai Zechang Law Firm, and the auditing firm is Xinyong Zhonghe Accounting Firm [5] - The asset evaluation was conducted using the income approach, with a valuation of 210.2 million yuan for the target company [17]