创业黑马: 创业黑马科技集团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报告书（草案）摘要（修订稿）

Group 1 - The company plans to acquire 100% equity of Beijing Bansintong Technology Co., Ltd. through issuing shares and cash payment, while also raising supporting funds from no more than 35 specific investors as per the regulations of the China Securities Regulatory Commission [11][19]. - The transaction price for the acquisition is set at 280 million yuan, with the company aiming to enhance its revenue and profit by integrating Bansintong's software copyright electronic certification services into its existing business model [11][19]. - The acquisition is expected to create synergies between the company and Bansintong, enhancing service capabilities and expanding market competitiveness [17][19]. Group 2 - The company has engaged Zhongrui Shiwang Asset Appraisal Group Co., Ltd. to evaluate the target assets, using both asset-based and income approaches, ultimately selecting the income approach for the final valuation [19]. - The transaction is projected to increase the company's total assets from approximately 636.30 million yuan to 950.85 million yuan, representing a 49.43% increase, and improve net profit from a loss of approximately 114.40 million yuan to a loss of about 87.16 million yuan, reflecting a 23.81% improvement [19]. - The company’s major financial indicators are expected to improve post-transaction, enhancing its risk resistance and operational capabilities [19][20]. Group 3 - The controlling shareholder and actual controller of the company, Niu Wenwen, along with Tianjin Jiale, have expressed their principle agreement to the transaction, ensuring no plans for share reduction during the transaction process [21]. - The company has committed to strict compliance with information disclosure obligations throughout the transaction process, ensuring transparency for all stakeholders [21].