天华新能拟12.5亿元收购实控人名下公司:标的上半年营业收入为0

Core Viewpoint - Tianhua New Energy plans to acquire 75% equity of Suzhou Tianhua Times New Energy Industry Investment Co., Ltd. from its controlling shareholder for approximately 1.25 billion yuan, despite the target company's zero revenue in the first half of 2025 but a net profit exceeding 86.43 million yuan [1][2]. Group 1: Acquisition Details - The acquisition is aimed at integrating the controlling shareholder's lithium mining assets into the listed company [1]. - The target company, Suzhou Tianhua Times, focuses on overseas lithium resource investment and development, with total assets of approximately 1.816 billion yuan and net assets of about 1.67 billion yuan as of June 30, 2025 [2]. - The net profit of Suzhou Tianhua Times primarily comes from the reversal of bad debt provisions and returns from idle fund investments [2]. Group 2: Financial Aspects - The acquisition price of approximately 1.25 billion yuan is based on a professional valuation, with the total equity of Suzhou Tianhua Times valued at around 1.67 billion yuan [4]. - The payment for the acquisition must be completed within 30 working days after the transaction date [4]. - The controlling shareholder, Pei Zhenhua, has made a commitment for future impairment compensation based on a valuation to be conducted by an accounting firm by December 31, 2027 [5]. Group 3: Corporate Governance - The transaction has been approved by Tianhua New Energy's board and will require further approval from the shareholders' meeting [3]. - The company asserts that the transaction adheres to principles of fairness, voluntariness, and reasonableness, with no harm to the interests of the company and its shareholders [1].