云南交投生态科技股份有限公司 详式权益变动报告书

Core Viewpoint - Yunnan Transportation Investment Group has increased its stake in Yunnan Jiaotou Ecological Technology Co., Ltd. to 28.70% through a debt-to-equity swap and subscription of new shares as part of the company's bankruptcy restructuring plan [10][11][12]. Group 1: Company Overview - Yunnan Transportation Investment Group is the controlling shareholder of Yunnan Jiaotou Ecological Technology Co., Ltd., holding 82.10% of its shares [4]. - The company primarily focuses on the investment, construction, operation, and management of major transportation infrastructure in Yunnan Province, including highways and related services [4]. Group 2: Financial Data - As of the report date, Yunnan Transportation Investment Group held 42,685,927 shares of Yunnan Jiaotou, representing 23.18% of the total share capital before the recent changes [10]. - After the recent equity changes, the total shares held by Yunnan Transportation Investment Group increased to 129,475,770, representing 28.70% of the total share capital [10]. Group 3: Equity Change Purpose and Process - The purpose of the equity change is to leverage Yunnan Transportation Investment Group's resources and platform advantages to assist Yunnan Jiaotou in its restructuring and sustainable development [8]. - The decision to increase the stake was approved by the board of directors of Yunnan Transportation Investment Group on July 24, 2025 [9]. Group 4: Transaction Details - Yunnan Transportation Investment Group subscribed to 35,000,000 shares at a price of 3.87 yuan per share, totaling 135,450,000 yuan [11]. - The group also acquired 51,789,843 shares through a debt-to-equity swap, with an additional 9,768 shares pending confirmation [12]. Group 5: Future Plans - There are currently no plans to change the main business operations or make significant adjustments to Yunnan Jiaotou's business within the next 12 months [20]. - Yunnan Transportation Investment Group has no immediate plans for asset sales, mergers, or significant changes to the board of directors or management [21][22][23]. Group 6: Independence and Compliance - Yunnan Jiaotou will maintain its independence as a legal entity, with a commitment to uphold independent operations and governance structures [26]. - The group has made commitments to avoid conflicts of interest and ensure fair market practices in any potential related transactions [32].