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新晨科技终止关联收购天一恩华 去年亏损净利降第4年

Core Viewpoint - Xinchen Technology has decided to terminate the issuance of shares and cash payment for the acquisition of assets and related fundraising due to a lack of consensus on core transaction terms among the parties involved [1][8]. Group 1: Transaction Details - The company planned to acquire 96.9628% of Beijing Tianyi Enhua Technology Co., Ltd. through a combination of share issuance and cash payment, making Tianyi Enhua a controlling subsidiary post-transaction [1][2]. - The transaction involved issuing shares to no more than 35 specific investors to raise supporting funds [1][6]. - The share issuance price was set to be no less than 80% of the average trading price over the previous 20 trading days, which amounted to 15.16 yuan per share [6][7]. Group 2: Financial Performance - Tianyi Enhua's revenue from 2022 to the first nine months of 2024 was reported as 510.40 million yuan, 600.35 million yuan, and 417.20 million yuan, with net profits of 125.79 million yuan, 100.84 million yuan, and 99.26 million yuan respectively [9]. - Xinchen Technology's revenue from 2020 to 2023 was 1.149 billion yuan, 1.061 billion yuan, 1.455 billion yuan, and 1.735 billion yuan, with net profits of 68.28 million yuan, 63.60 million yuan, 52.13 million yuan, and 36.36 million yuan respectively [9]. - For 2024, Xinchen Technology anticipates a net loss attributable to shareholders ranging from 65 million to 88 million yuan, compared to a profit of 36.36 million yuan in the previous year [9]. Group 3: Regulatory and Structural Aspects - The transaction was expected to meet the criteria for a significant asset restructuring as per the restructuring management measures, but it would not change the actual control of the company [8]. - The company will remain without a controlling shareholder or actual controller post-transaction, with the largest shareholder still being Li Fuhua [8].