国城矿业有息负债22.5亿 拟31.7亿现金买控股股东资产

Core Viewpoint - Guocheng Mining (000688.SZ) has announced a significant asset acquisition, intending to purchase 60% equity of Guocheng Industry from Guocheng Group for approximately 316.8 million yuan, which reflects a substantial increase in asset value [1][2]. Transaction Details - The transaction involves a cash purchase, with the company planning to finance 60% of the payment through a bank acquisition loan from Harbin Bank Chengdu Branch [2][3]. - The total assessed value of the 100% equity of Guocheng Industry is 567,021.68 million yuan, with a 156.40% appreciation rate [2][3]. - After accounting for cash dividends of 39 million yuan, the adjusted value for the 60% equity is 316,813.01 million yuan, leading to a final transaction price of 316,800.00 million yuan [1][2]. Financial Impact - The company's debt-to-asset ratio is projected to rise significantly from 57.06% to 82.03% post-transaction, primarily due to the acquisition financing [3]. - The transaction will reduce the company's net assets by 207,510.32 million yuan, affecting its financial stability [3]. Related Transactions - The transaction is classified as a related party transaction since Guocheng Group is the controlling shareholder of Guocheng Mining [4]. - It is also categorized as a major asset restructuring, although it does not constitute a reverse listing [5]. Company Performance - Guocheng Industry has experienced a decline in revenue and net profit, with 2024 revenue down 16.33% and net profit down 34.95% compared to the previous year [6]. - The company's revenue for 2023, 2024, and the first half of 2025 were 261,189.53 million yuan, 218,534.11 million yuan, and 107,443.43 million yuan, respectively [6][7]. Future Commitments - Guocheng Group and its actual controller, Wu Cheng, have committed to ensuring that the net profit of the mining rights assets meets specific targets over the next three years following the acquisition [10]. - The acquisition aims to enhance the company's product structure by adding molybdenum concentrate mining to its existing portfolio of non-ferrous metals [10].