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华虹公司: 发行股份及支付现金购买资产并募集配套资金暨关联交易预案
Zheng Quan Zhi Xing·2025-08-31 10:13

Core Viewpoint - Hua Hong Semiconductor Co., Ltd. plans to issue shares and pay cash to acquire 97.4988% equity of Shanghai Huayi Microelectronics Co., Ltd. and raise supporting funds from no more than 35 specific qualified investors [1][9][10]. Transaction Overview - The transaction involves issuing shares and paying cash to purchase assets, specifically targeting the acquisition of equity from four trading parties, including Shanghai Hua Hong (Group) Co., Ltd. [1][9]. - The final transaction price will be based on an asset evaluation report from a qualified appraisal agency [9][11]. Financial Aspects - The total amount of supporting funds to be raised will not exceed 100% of the transaction price for the asset acquisition, with the issuance of shares not exceeding 30% of the company's total share capital post-transaction [14][15]. - The funds will be used for working capital, debt repayment, project construction, and transaction-related fees [15][16]. Impact on Business Operations - The acquisition will enhance the company's 12-inch wafer foundry capacity and create synergies in technology and operational efficiency, benefiting both companies in terms of product offerings and market competitiveness [19][20]. - The transaction is expected to positively impact the company's financial indicators, including total assets, net assets, revenue, and net profit, although specific figures will be disclosed after the completion of audits and evaluations [20]. Regulatory and Approval Process - The transaction has undergone necessary decision-making and approval processes, including board resolutions, but still requires further approvals from regulatory bodies such as the Shanghai Stock Exchange and the China Securities Regulatory Commission [21][27]. - The company has committed to strict compliance with information disclosure obligations and fair pricing practices throughout the transaction process [24][25]. Shareholding Structure - The transaction is not expected to change the company's control structure, as the direct and indirect controlling shareholders remain the same before and after the transaction [19][20].