LVYIN Ecology(SZ:002887) Shang Hai Zheng Quan Bao·2025-11-26 18:44Core Viewpoint - The acquisition of Tianjin Green Landscape Ecological Construction Co., Ltd. by Tianjin Ruiheng Enterprise Management Partnership (Limited Partnership) is an internal transfer among the actual controllers and their concerted actors, which will not change the actual control of the company or its financial status [1][5][25]. Group 1: Acquisition Details - The acquisition involves the transfer of 30,173,120 shares, representing 9.86% of the total share capital of Green Landscape Ecological [11][14]. - The total transfer price is 299,015,619.2 RMB, calculated at 9.91 RMB per share based on the closing price prior to the agreement [7][14]. - The acquisition is structured as a private agreement transfer, and the payment will be made in two installments [8][10]. Group 2: Parties Involved - The acquirer, Tianjin Ruiheng, was established specifically for this transaction and has not engaged in substantive business activities [3][29]. - The acquirer's partners, Lu Yunhui and Qi Yong, are spouses, and their daughter, Qi Yuwei, is the executive partner, establishing a family control structure [3][4]. Group 3: Compliance and Legal Framework - The acquisition complies with relevant laws and regulations, and the parties have fulfilled necessary disclosure obligations [2][4]. - The acquirer has committed to maintaining the independence of the listed company and avoiding any conflicts of interest or related party transactions [25][27]. Group 4: Future Plans and Commitments - There are no plans to change the main business operations of Green Landscape Ecological in the next 12 months [20][21]. - The acquirer has pledged not to reduce its holdings in the acquired shares for 12 months following the transfer [5][20]. Group 5: Financial and Operational Independence - The acquisition will not affect the operational independence of Green Landscape Ecological, which will continue to operate independently in terms of assets, personnel, and finances [25][26]. - The acquirer has issued commitments to avoid any competitive activities that could harm the interests of the listed company and its minority shareholders [27][28].