Core Viewpoint - The announcement details the absorption merger between two wholly-owned subsidiaries of Zhongjuxin Technology Co., Ltd., namely Kaisheng Fluorochemical Co., Ltd. and Zhongjuxin (Quzhou) Technology Co., Ltd., aimed at optimizing resource allocation and improving operational efficiency [1][2][7]. Summary by Sections Absorption Merger Details - Kaisheng Fluorochemical will absorb Zhongjuxin (Quzhou), which will lead to the cancellation of Zhongjuxin (Quzhou)'s independent legal status, with all assets, debts, personnel, and business being inherited by Kaisheng Fluorochemical [1][2][4]. - The implementation subject of the fundraising project "Advanced Electronic Chemical Materials for Integrated Circuits (Phase I)" will change from Zhongjuxin (Quzhou) to Kaisheng Fluorochemical, while the investment amount, purpose, and location remain unchanged [1][2][7]. Financial Information - Kaisheng Fluorochemical's total assets as of the first half of the year are approximately 1.33 billion, with total liabilities of about 732 million and net assets of around 596 million [3]. - Zhongjuxin (Quzhou) has total assets of approximately 417 million, with total liabilities of about 48 million and a net asset value of around 369 million [4]. Fundraising Project Overview - The company successfully raised approximately 1.81 billion RMB from its initial public offering, with a share price of 5.18 RMB per share [5]. - The total planned investment for the fundraising projects has been adjusted, with the "Advanced Electronic Chemical Materials for Integrated Circuits (Phase I)" project now renamed to "Wet Etching and Cleaning Solutions for Integrated Circuits" [6]. Rationale and Impact of the Merger - The merger is intended to optimize the management structure, reduce costs, and effectively integrate resources, aligning with the company's strategic development needs [7][9]. - The merger will not adversely affect the company's overall business development or profitability, nor will it harm the interests of shareholders, particularly minority shareholders [7][9]. Approval Process - The board of directors and the supervisory board have approved the merger and the change of the implementation subject for the fundraising project, confirming compliance with relevant regulations [8][9].
中巨芯: 关于全资子公司之间吸收合并暨变更部分募投项目实施主体的公告