禾信仪器: 广州禾信仪器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）

Core Viewpoint - The company plans to issue shares and pay cash to acquire a 56% stake in Shanghai Liangxi Technology Co., Ltd. and raise supporting funds through a private placement of shares to no more than 35 specific investors [1][11][21]. Transaction Overview - The transaction involves issuing shares and paying cash to acquire 56% equity in Shanghai Liangxi Technology, with a total cash consideration of CNY 13,720 million and a total fundraising amount not exceeding CNY 24,640 million [11][12][21]. - The fundraising will be used for cash transaction payments, intermediary fees, taxes, and to supplement working capital [12][16]. Financial Details - The valuation of the target company, Shanghai Liangxi Technology, is set at CNY 68,600 million, resulting in a premium of 1,083.71% based on the income approach [14][20]. - The total transaction price for the acquisition is CNY 38,360 million, which includes both cash and share payments [14][21]. Impact on Business - The acquisition is expected to enhance the company's product offerings in high-end scientific instruments, particularly in areas such as superconducting quantum computing and extreme physical research, thereby improving overall product performance and market competitiveness [21][22]. - The transaction will not change the control of the company, as the controlling shareholder remains the same before and after the transaction [21][22]. Regulatory Compliance - The transaction is subject to approval from the Shanghai Stock Exchange and registration with the China Securities Regulatory Commission [2][3]. - The company and its executives have committed to providing accurate information and will face legal responsibilities for any misrepresentation [2][3].