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恒丰纸业: 牡丹江恒丰纸业股份有限公司发行股份购买资产暨关联交易报告书(草案)(修订稿)

Core Viewpoint - The company, Mudanjiang Hengfeng Paper Co., Ltd., is planning to acquire 100% equity of Sichuan Jinfeng Paper Co., Ltd. through a share issuance, with a transaction price of 268.0562 million yuan, aiming to enhance its market position and operational efficiency in the paper industry [11][17]. Group 1: Transaction Overview - The transaction involves issuing shares to acquire 100% equity of Jinfeng Paper, which specializes in high-grade cigarette paper and related products [11][17]. - The transaction price is set at 26,805.62 million yuan, reflecting the strategic intent to consolidate operations within the industry [11][12]. - The acquisition is expected to strengthen the company's production capacity and market reach, particularly in the southwestern region of China [17][19]. Group 2: Financial Impact - Post-transaction, the company's total assets are projected to increase from 347,261.82 million yuan to 391,872.96 million yuan, representing a 12.85% growth [18]. - The company's liabilities are expected to rise from 82,291.47 million yuan to 100,926.75 million yuan, indicating a 22.65% increase [18]. - The net profit attributable to shareholders is anticipated to decline from 11,581.97 million yuan to 9,205.61 million yuan, primarily due to increased depreciation and amortization from asset revaluation [19]. Group 3: Strategic Rationale - The acquisition is aimed at achieving operational synergies, enhancing technical capabilities, and improving customer service levels [17][19]. - The transaction will allow the company to leverage Jinfeng Paper's resources and market position, thereby optimizing its product structure and regional distribution [17][19]. - The integration is expected to bolster the company's competitive edge and resilience against operational risks in the paper industry [17][19].