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苏州华亚智能科技股份有限公司关于发行股份购买资产相关有限售条件股份解除限售的提示性公告

Core Viewpoint - The company, Suzhou Huaya Intelligent Technology Co., Ltd., is set to lift restrictions on the sale of shares related to the acquisition of a 51% stake in Guan Hong Intelligent Equipment Co., Ltd. The release of these shares is scheduled for October 24, 2025, allowing for increased liquidity in the market [1][2][8]. Group 1: Share Release Details - The number of shares to be released from restrictions is 4,562,372, which accounts for 3.4050% of the company's total share capital [2][8]. - The actual number of shares that will be available for trading is 3,992,075, representing 2.9794% of the total share capital [2][8]. - The shares were issued to four counterparties as part of the transaction to acquire the stake in Guan Hong Intelligent [3][4]. Group 2: Performance Commitments - The performance commitments for Guan Hong Intelligent include a net profit of no less than 70 million yuan for 2024 and 82 million yuan for 2025, totaling at least 152 million yuan for the two years [5]. - An additional commitment for 2026 includes a net profit of no less than 88 million yuan [5]. - The company has met its 2024 performance commitment with a reported net profit of 72.019 million yuan [5]. Group 3: Shareholder Compliance - The four shareholders involved in the transaction have adhered to their commitments as of the date of the announcement [7]. - Specific lock-up arrangements are in place for the shares held by the shareholders, with a 12-month restriction on transfer from the date of registration [4][10]. Group 4: Capital Structure Changes - Following the issuance of shares to specific investors, the total number of shares has increased to 95,026,652 [6]. - After a capital increase through a stock dividend distribution, the total share capital rose to 133,038,719 shares [6]. - As of October 10, 2025, the total number of shares is reported to be 133,990,651 [6].