Zheng Quan Zhi Xing·2025-08-04 16:47Core Viewpoint - The report outlines the independent financial advisory opinion regarding Guangzhou Hexin Instrument Co., Ltd.'s issuance of shares and cash payment for asset acquisition, along with the associated fundraising and related transactions. Group 1: Transaction Overview - The company plans to acquire 56.00% equity of Shanghai Liangxi Technology Co., Ltd. through a combination of share issuance and cash payment, while also raising supporting funds [13][14]. - The total amount of supporting funds to be raised is capped at 246.40 million yuan, which is equivalent to 100% of the transaction price for the asset acquisition [14][15]. - The cash consideration for the transaction is set at 137.20 million yuan, representing 55.68% of the total transaction value [17]. Group 2: Financial Impact - The transaction is expected to enhance the company's financial position, with projected total assets increasing from 87.71 million yuan to approximately 130.40 million yuan post-transaction [18]. - The company's net profit is anticipated to improve significantly, with the pro forma financial statements indicating a potential increase in net profit from -28.61 million yuan to 1.05 million yuan after the transaction [18]. Group 3: Regulatory Compliance - The transaction has undergone necessary decision-making and approval processes, including resolutions from the board of directors and supervisory board [18]. - The transaction is classified as a major asset restructuring under the relevant regulations, but it does not constitute a change in control of the company [18]. Group 4: Strategic Benefits - The acquisition is expected to broaden the company's high-end scientific instrument portfolio and enhance product quality through technological synergies with the target company [18][19]. - The target company specializes in ultra-low temperature and weak signal measurement equipment, which aligns with the company's focus on high-end analytical instruments [18].