放弃控制权后又重新购回春晖仪表关联交易遇问询 春晖智控回复

Core Viewpoint - The regulatory body is scrutinizing the rationale behind the acquisition of control over Springhui Instrument by Springhui Intelligent Control, particularly the consistency of the business logic in light of the company's previous relinquishment of control and subsequent reacquisition [1][2] Group 1: Company Background - Springhui Instrument, originally Shaoxing Automation, was established in 1994 and was previously a subsidiary of Springhui Group [1] - From 2002 to 2007, due to developmental challenges faced by Springhui Group and continuous losses at Springhui Instrument, the group gradually lost control through multiple equity transfers to management personnel [1] Group 2: Acquisition Details - Springhui Intelligent Control became the largest shareholder of Springhui Instrument in 2022 through equity transfer and targeted capital increase, and now plans to acquire the remaining shares for full control [1] - The acquisition is valued at 424 million yuan, reflecting an increase from the 210 million yuan valuation during the 2022 capital increase, attributed to improved profitability, increased non-operating assets, and changes in discount rates [2] Group 3: Strategic Rationale - The company claims the reacquisition is based on strategic synergy, as both companies operate in the instrumentation industry with upstream and downstream relationships [2] - The demand for sensors is expected to grow as the company transitions towards "smart gas" and "smart heating" solutions, enhancing the potential for complementary advantages and sustained profitability [2] Group 4: Financial Performance - Springhui Instrument's revenue for 2023 to 2025 is projected at 105 million yuan, 120 million yuan, and 100 million yuan, with net profits of 33.22 million yuan, 26.33 million yuan, and 25.08 million yuan, indicating stable profitability [2] - The company previously withdrew its IPO application for the Beijing Stock Exchange in 2023, citing strategic development considerations rather than deteriorating financial data [2]