SPICYD(SH:600292) Zheng Quan Zhi Xing·2025-08-31 10:20Core Viewpoint - The adjustment of the transaction plan by State Power Investment Corporation Yuan Da Environmental Protection Co., Ltd. does not constitute a significant change to the restructuring plan, as confirmed by independent financial advisors [1][21]. Transaction Adjustment Details - The company plans to acquire a 37% stake in Wuling Power Co., Ltd. and a 64.93% stake in Guangxi Changzhou Hydropower Development Co., Ltd. through a combination of issuing shares and cash payments [1][2]. - The adjusted transaction price for the 100% stake in Wuling Power is set at 24,267.34 million yuan, while the adjusted price for the 64.93% stake in Changzhou Hydropower is 2,912.36 million yuan [3][4]. Payment Structure - The total payment structure before adjustment was 2,773,553.18 million yuan, which has been reduced to 2,717,969.98 million yuan after the adjustment [3][4]. Transitional Profit and Loss Allocation - During the transitional period, profits from Wuling Power's assets will be retained by the company, while losses will be borne by the respective stakeholders according to their shareholding ratios [4][5]. Performance Commitment and Compensation Arrangements - The performance commitment period will involve annual audits to compare actual net profits against committed amounts, with compensation obligations for China Power and Xiangtou International based on the audit results [6][7]. - The maximum number of shares to be compensated will not exceed the transaction price of the performance commitment assets [16][18]. Independent Financial Advisor's Opinion - The independent financial advisor has confirmed that the adjustments made to the transaction plan do not constitute a significant change to the restructuring plan, in accordance with relevant regulations [21].