Core Viewpoint - The merger between Xiangcai Co., Ltd. and Dazhihui has been approved by both boards, pending shareholder and regulatory approvals, with Xiangcai adopting a share-swap method to absorb Dazhihui [1][2] Group 1: Merger Details - The merger will involve Xiangcai issuing A-shares to Dazhihui shareholders, leading to Dazhihui's delisting and dissolution, while Xiangcai will inherit all of Dazhihui's assets, liabilities, and rights [1] - The share-swap ratio is set at 1:1.27, meaning each Dazhihui share can be exchanged for 1.27 new shares of Xiangcai [2] - The average stock prices for the 120 trading days prior to the merger announcement were 7.51 CNY for Xiangcai and 9.53 CNY for Dazhihui [2] Group 2: Business Implications - Post-merger, the surviving company will expand its business to include domestic and international securities information services, big data, and data engineering services, enhancing its financial information service offerings [3] - The merger aims to leverage the strengths of both companies, facilitating resource sharing, technological collaboration, and market synergy, ultimately enhancing competitive advantages in financial services [3] Group 3: Shareholding Changes - Following the merger, Xiangcai's total share capital will increase to 514,134.37 million shares, with 228,215.60 million new shares issued [3] - The actual controller of Xiangcai, Huang Wei, will maintain his shareholding at 115,428.28 million shares, representing 22.45% of the total shares, while Zhang Changhong, the controlling shareholder of Dazhihui, will hold 89,063.63 million shares, or 17.32% [4] - Significant changes in the shareholding structure will occur, but control will remain with Huang Wei, as Zhang Changhong has committed not to seek control [4]
湘财股份吸收合并大智慧的细节明确 拟同步募资不超过80亿元