山鹰国际: 关于设立合伙企业引入长期投资者的公告

Transaction Overview - The company plans to establish Wuhu Shengying Enterprise Management Consulting Partnership (Limited Partnership) with a total investment of RMB 297,704.35 million, using 100% equity of Guangdong Shanying Paper Co., Ltd. and 36.56% equity of Xiangheng Creative Packaging Co., Ltd. as contributions [1][2] - The company aims to introduce long-term investors, including China Orient Asset Management Co., Ltd., Caixin Jixiang Life Insurance Co., Ltd., Xinda Capital Management Co., Ltd., and Zibo Hengtie Investment Partnership (Limited Partnership), with a total investment not exceeding RMB 747.5 million [1][2] Approval and Structure - The transaction was approved by the company's board of directors with unanimous consent, and it does not require shareholder approval [3][4] - The partnership will be structured with Shanying International holding 99.97% and Xinsenglibao holding 0.03% of the partnership [2][7] Financial Impact - The transaction is expected to enhance the company's sustainable development capabilities and core competitiveness by integrating state-owned capital and insurance funds into its paper packaging business [1][2][14] - The funds raised will be utilized for production operations, research and development of new production capabilities, and upgrading existing production lines [14] Asset Valuation - The equity contributions are based on the audited net asset values as of December 31, 2024, with Guangdong Shanying valued at RMB 217,704.35 million and Xiangheng Creative at RMB 80,000 million [11][14] Company Structure Post-Transaction - After the transaction, the company will retain a 74.84% stake in the partnership, while the investors will collectively hold 25.16% [13][14] - The partnership will remain a subsidiary within the company's consolidated financial statements, ensuring that the assets of Guangdong Shanying and Xiangheng Creative remain under the company's control [14]