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从共治到独掌:史东伟“退场”天域生物 罗卫国拟4.65亿元定增“集权”|速读公告

Core Viewpoint - The actual controller of Tianyu Biological has changed from a dual control by Luo Weiguo and Shi Dongwei to a single control by Luo Weiguo, following the signing of a termination agreement on August 25, 2025 [1][2] Group 1: Changes in Management and Control - Shi Dongwei has resigned as the president of the company to support Luo Weiguo in managing the company, while continuing to serve as the vice chairman of the board [2] - Shi Dongwei has signed a commitment not to seek control over Tianyu Biological and will not interfere with Luo Weiguo's control [2][3] - After the termination of the joint action relationship, Luo Weiguo holds 37.25 million shares, representing 12.84% of the voting rights [2] Group 2: Fundraising and Share Issuance - The company plans to issue shares to raise no more than 465 million yuan, with the funds used for working capital and debt repayment [2] - The share issuance will increase Luo Weiguo's direct and indirect control of the company from 12.84% to 29.98%, stabilizing his control [3] Group 3: Business Performance and Financial Health - Tianyu Biological has faced continuous losses over the past five years, with net profits of -157 million yuan, -215 million yuan, -312 million yuan, -462 million yuan, and -107 million yuan from 2020 to 2024 [3] - The company's debt ratio has remained high, reaching 75.91% as of the end of the first quarter of 2025 [3]