Core Viewpoint - The company plans to issue shares to acquire 100% equity of Zhongji Jiangsu Clean Energy Co., Ltd. from China Technology Import and Export Group Co., Ltd. and raise matching funds not exceeding 15,140 million yuan [9][12][17]. Group 1: Transaction Overview - The transaction involves issuing shares to purchase assets and raising matching funds from no more than 35 specific investors [9][12]. - The transaction price for the acquisition of Zhongji Jiangsu is set at 15,146.29 million yuan, based on an evaluation report [9][12][17]. - The main business of the target company includes investment, development, and operation of energy storage projects for industrial and commercial users [9][12]. Group 2: Financial Impact - The transaction is expected to enhance the company's total assets, net assets, and operating income, improving the overall financial metrics [17][20]. - The company's total assets are projected to increase from 219,452.27 million yuan to 256,444.92 million yuan post-transaction [20]. - The net profit attributable to the parent company is expected to improve, with basic earnings per share not being diluted [20][23]. Group 3: Approval Process - The transaction is subject to approval from the shareholders' meeting, Shenzhen Stock Exchange, and China Securities Regulatory Commission [3][21]. - The company has already received principle agreement from its controlling shareholders regarding the transaction [21][27]. Group 4: Investor Protection Measures - The company commits to strict adherence to information disclosure obligations and relevant legal procedures to protect investors' rights [21][25]. - Measures will be taken to ensure that the transaction does not dilute immediate returns for investors [24][25].
中成股份: 中成进出口股份有限公司发行股份购买资产并募集配套资金暨关联交易报告书(草案)摘要