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唯科科技: 中信证券股份有限公司关于厦门唯科模塑科技股份有限公司股东向特定机构投资者询价转让股份的核查报告
Zheng Quan Zhi Xing·2025-09-04 16:21

Summary of Key Points Core Viewpoint - The report outlines the process and compliance of the share transfer of Xiamen Weike Molding Technology Co., Ltd. to specific institutional investors through a price inquiry method, ensuring adherence to relevant regulations and fairness in the transaction [1][12]. Group 1: Overview of the Share Transfer - The share transfer involves three entities: Nanjing Lingweichuangfu Venture Capital Partnership, Yancheng Kebi Management Consulting Partnership, and Yancheng Weike Investment Partnership [1]. - As of August 28, 2025, the total number of shares held by the transferors and their proportion of the total share capital is detailed [1][4]. - The maximum number of shares proposed for transfer is 3,750,000 shares, representing 2.99% of the total share capital [10][11]. Group 2: Transfer Method and Pricing - The transfer is conducted through a price inquiry method, complying with the Shenzhen Stock Exchange's guidelines [1][4]. - The price floor for the share transfer is set at no less than 70% of the average trading price over the previous 20 trading days [5]. - The final transfer price is determined to be 75.26 yuan per share, with a total transaction amount of 282,225,000 yuan [10]. Group 3: Process of the Share Transfer - A total of 424 institutional investors received the subscription invitation, including various types of investment firms [8]. - During the subscription period, 21 valid subscription quotes were received, leading to the initiation of an additional subscription process [9]. - The final allocation of shares was made to 20 investment institutions based on the established rules [11]. Group 4: Compliance and Verification - The report confirms that the share transfer process is legal and compliant with relevant laws and regulations, including the Company Law and Securities Law [12][15]. - Both the transferors and transferees were verified to meet the necessary qualifications for participation in the share transfer [13][14]. - The report concludes that the entire process adhered to principles of fairness and transparency, aligning with market regulatory requirements [15].