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万辰集团(300972):拟现金收购子公司少数股权 有望增厚公司利润
Xin Lang Cai Jing· 2025-08-18 02:38
交易方案:公司拟以13.79 亿元现金购买南京万优49%的股权,其中支付淮南盛裕(周鹏持股99%)股 权对价为12.69 亿元;淮南会想(杨俊100%持股)对价为1.1 亿元,交易完成后公司对南京万优的持股 从26.01%提升至75.01%。本次交易的附属条件为:①公司股东福建农开发、漳州金万辰、王泽宁、张 海国向淮南盛裕实控人周鹏转让上市公司5.27%的股份(989 万股),转让对价为128.3元/股(接近为8 月 11 日股价的80%),总价款为12.689 亿元,这部分转让股份的表决权委托给王泽宁行使,确保王泽宁 对公司的总控制权。②在资产购买协议签署后12 个月内,杨俊将以集中竞价、大宗交易等方式购买上 市公司股份,用于购买股份的总金额不低于本次交易中上市公司向淮南会想支付的交易对价。公司通过 股权绑定核心成员,展现长期发展信心。 交易估值:本次收购南京万优100%股权交易对价为28.15 亿元,南京万优2024 年的净利润2.46 亿元, 收购对应2024 年PE 为11.43倍;若以2025 年1-5 月净利润年化计算,收购对应2025 年PE 为8.29 倍。交 易包含业绩补偿承诺,南京万优承诺 ...
神马股份: 神马股份2025年第三次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-08-14 16:39
Transaction Overview - The company plans to acquire 10.27% minority shareholder equity in its subsidiary, Henan Shennma Nylon Chemical Co., Ltd., from the Jinshi Manufacturing Industry Transformation and Upgrading New Materials Fund for a cash consideration of 952 million RMB [1][2][15] - Post-transaction, the company's ownership in the nylon chemical subsidiary will increase from 61.79% to 72.06%, while Jinshi Fund's stake will decrease from 15.66% to 5.39% [1][2] Financial Information - The total assets of Henan Shennma Nylon Chemical Co., Ltd. as of December 31, 2024, were 1,210,761.69 million RMB, with total liabilities of 359,396.23 million RMB, resulting in total equity of 851,365.45 million RMB [5][9] - For the first quarter of 2025, the company's revenue was reported at 158,620.48 million RMB, with a net profit of 1,666.01 million RMB [5][9] Valuation and Pricing - The valuation of the nylon chemical subsidiary was conducted by Beijing Guorong Xinghua Asset Appraisal Co., Ltd., using both asset-based and market approaches, with the asset-based method yielding a total equity value of 927,403.11 million RMB, reflecting a 7.08% increase [9][14] - The agreed transaction price of 952 million RMB corresponds to the assessed value of the 10.27% equity stake, ensuring a fair and reasonable pricing structure [14][15] Impact on the Company - This acquisition is expected to enhance the company's control and operational efficiency over Henan Shennma Nylon Chemical Co., Ltd., thereby improving profitability and competitive strength [21][22] - The transaction will not alter the consolidation scope of the company's financial statements, as the nylon chemical subsidiary is already included [21][22]
又一家上市公司,3.2亿卖了控股权!
梧桐树下V· 2025-08-14 03:44
Core Viewpoint - Yonghe Fluid Intelligent Control Co., Ltd. (Yonghe Intelligent Control) is undergoing a significant change in control as its controlling shareholder, Cao Delin, has signed a share transfer agreement with Hangzhou Runfeng Intelligent Equipment Co., Ltd. to transfer 8% of the company's shares, indicating a shift in management and potential strategic direction [2][3]. Group 1: Share Transfer and Control Change - Cao Delin plans to transfer 35,660,326 shares (8.00% of total shares) at a price of 8.9736 yuan per share, totaling approximately 320 million yuan [2]. - Following the share transfer, the controlling shareholder will change from Cao Delin to Hangzhou Runfeng, and the actual controller will change to Sun Rongxiang [3]. - The voting rights of the remaining shares held by Cao Delin and Xia Zuwang will be irrevocably entrusted to Hangzhou Runfeng for 18 months, establishing them as concerted actors during this period [3]. Group 2: Financial Performance and Losses - Yonghe Intelligent Control has reported continuous losses over the past three years, with a total loss of nearly 500 million yuan from 2022 to 2024 [4]. - The company's revenue for 2024 is projected at approximately 823 million yuan, a decrease of 13.19% from 2023, with a net loss attributable to shareholders of about 297 million yuan [5]. - The company anticipates a net loss of 53.24 million to 27.24 million yuan for the first half of 2025, primarily due to declining revenue from valve fittings and high depreciation and labor costs [5][6]. Group 3: Legal Issues - Yonghe Intelligent Control has disclosed ongoing litigation and arbitration cases with a total amount involved of 64.83 million yuan, which exceeds 10% of the company's latest audited net assets [8]. - The company is involved in multiple legal disputes, with a significant portion of the claims being against it [8]. Group 4: Diversification Efforts - Since Cao Delin became the actual controller in 2019, Yonghe Intelligent Control has attempted to diversify into the medical and photovoltaic sectors, acquiring stakes in various medical facilities [9][10][12]. - Despite these efforts, the company has faced challenges, including a significant loss in 2022, attributed to declining revenues and increased costs [13]. - The photovoltaic segment has underperformed, with revenues of less than 2 million yuan in 2024 and a negative gross margin of -3020.96% [15][16]. Group 5: New Shareholder Background - Hangzhou Runfeng, the acquiring company, was established on July 22, 2025, and has not yet engaged in any business activities related to industrial robots, despite its registered scope [17]. - The company is expected to change its business scope shortly after the share transfer [17][18].
甘化科工(000576.SZ)拟3.88亿元收购甘鑫科技控股权 切入光电成像系统赛道
智通财经网· 2025-08-13 23:03
Core Viewpoint - The company plans to acquire a 65% stake in Xi'an Ganxin Technology Co., Ltd. for 388 million yuan, which will make it a controlling subsidiary and included in the company's consolidated financial statements [1] Group 1: Acquisition Details - The acquisition involves Xi'an Ganxin Technology, which is held by Yang Mu and several investment partnerships [1] - After the transaction, the company will hold 65% of Ganxin Technology, while Yang Mu will retain 35% [1] Group 2: Business Focus - Ganxin Technology specializes in the research, development, production, and sales of optoelectronic imaging systems and microcircuit modules [1] - The main products of Ganxin Technology include optoelectronic imaging components, power modules, servo drive modules, and display control systems [1] - This acquisition allows the company to enter the optoelectronic imaging system sector and gain direct product capabilities in this field [1]
*ST生物拟收购慧泽医药51%股权,后者85%收入来源临床评价服务
Sou Hu Cai Jing· 2025-08-13 08:18
本次签署的《股权收购意向协议》系各方就收购事宜达成的初步意向协议,旨在表达各方合作意向,具体的交易方案及交易条款以各方签署的正式协议为 准。本次交易尚处于筹划阶段,相关事项尚存在不确定性。 慧泽医药成立于2014年9月25日,注册资本为1109.8万元,法定代表人为易木林,是一家专注于药物研发及临床评价的专业CRO公司,85%以上的收入来源 于临床评价服务。公司是国家级高新技术企业、国家级专精特新"小巨人"企业等。 股权方面,目前,慧泽医药由程泽能持股51.81%,易木林持股38.3%,长沙君合致远企业管理咨询合伙企业(有限合伙)持股8.37%,长沙市履方医药信息 咨询合伙企业(有限合伙)持股1.52%。 截至目前,慧泽医药与国内外三百多家医药(含器械)A证企业(A证企业即自行生产的药品上市许可持有人(MAH),批准文号与生产主体为同一主 体)、B证企业(B证企业即委托生产的药品上市许可持有人(MAH),自身不生产,委托符合条件的药品生产企业生产)、C证企业(C证企业即接受委托 的药品生产企业(受托方))及药学CRO、科研院所等建立了长期、友好的战略合作伙伴关系,已完成各类型技术服务项目总计超过1000项。 ...
A股盘前市场要闻速递(2025-08-13)
Jin Shi Shu Ju· 2025-08-13 02:47
Group 1: Government Policies - The Ministry of Finance and eight other departments announced that service industry operators can enjoy interest subsidies on loans up to 1 million yuan, with a subsidy rate of 1% for a maximum of one year [1] - The Ministry of Finance, the People's Bank of China, and the Financial Regulatory Bureau issued a plan for fiscal interest subsidies on personal consumption loans, covering various categories including household vehicles and education [1] - The Ministry of Finance and the State Taxation Administration clarified that income from express delivery services will be subject to VAT as "collection and delivery services" [1] Group 2: Industry Developments - A closed-door meeting of key dry-process lithium battery separator manufacturers reached several agreements to address issues like price competition and overcapacity, emphasizing price discipline and industry cooperation [2] - The Ministry of Commerce announced a preliminary ruling on anti-dumping investigations into imported canola seeds from Canada, confirming that dumping has caused substantial harm to the domestic canola industry [3] Group 3: Company News - Guizhou Moutai reported a net profit of 45.403 billion yuan for the first half of 2025, an increase of 8.89% year-on-year, with revenue rising by 9.10% to 89.389 billion yuan [3] - Cambrian Technology refuted rumors regarding large orders and revenue forecasts, urging investors to rely on official announcements [4] - Shangwei New Materials disclosed that its major shareholder reduced its stake to 5% by selling 1.5844 million shares [5] - China Shipbuilding announced a buyback price of 30.02 yuan per share for dissenting shareholders, with the stock closing at 38.50 yuan, indicating a premium of 28.25% [6] - Hengxin Oriental is under investigation by the China Securities Regulatory Commission for alleged information disclosure violations [7] - Quzhou Development plans to acquire 95.46% of Xian Dao Electric Science and Technology, with the stock set to resume trading [8] - ST Shengtun will change its stock name to Shengtun Mining and remove risk warnings, allowing for a 10% trading limit [9] - Grand Microelectronics acquired 100% of LUCEDA NV to expand into silicon photonics technology [10] - Sifang Precision plans to reduce its stake by up to 2.25% due to shareholder funding needs [11] - Shaanxi Huada intends to purchase 100% of Huajing Microelectronics through a share issuance [12] - Hailanxin plans to acquire 100% of Hailan Huanyu for 1.051 billion yuan, constituting a major asset restructuring [12] - Ganfeng Lithium is collaborating with LAR to develop a lithium product production line with an annual capacity of 150,000 tons [13] - Yuhua Tian clarified that a minor stake acquisition by Zhiyuan Innovation does not significantly impact its operations [14]
A股公告精选 | 7天5板吉视传媒(601929.SH)等连板股提示交易风险
智通财经网· 2025-08-12 11:23
Group 1 - Jishi Media (吉视传媒) clarifies that it does not engage in "State-owned Cloud" related businesses and does not invest in currently released films [1] - Haishi Pharmaceutical (海思科) received approval for clinical trials of its innovative drug HSK47977, a potential First-In-Class treatment for non-Hodgkin lymphoma [2] - Baiyun Airport (白云机场) signed a 10-year cooperation contract with China Duty Free Group for operating the T3 terminal's outbound duty-free project [3] Group 2 - ST Huamei (ST华微) announced that it failed to rectify fund occupation issues by the deadline, leading to a stock suspension starting August 13, 2025 [4] - Zhenlei Technology (臻镭科技) reported a 73.64% increase in revenue to 205 million yuan and a 1006.99% increase in net profit to approximately 62.32 million yuan for the first half of 2025 [5] - Jiangte Electric (江特电机) announced a change in actual controllers to Wang Xin and Zhu Jun following a share transfer [6] Group 3 - ST Shengtun (ST盛屯) will remove other risk warnings and change its stock name to "Shengtun Mining" effective August 14, 2025, with a trading limit increase from 5% to 10% [7] - Jin Chengzi (金橙子) plans to acquire 55% of Samit Optoelectronics through a share issuance and cash payment, with stock resuming trading on August 13 [8][9] - China Unicom (中国联通) proposed a cash dividend of 1.112 yuan per 10 shares, totaling approximately 3.477 billion yuan [10] Group 4 - China Shipbuilding (中国船舶) announced the buyout price for dissenting shareholders at 30.02 yuan per share, with a premium of 28.25% over the closing price [11] - Shuangyi Technology (双一科技) disclosed plans by its controlling shareholder to reduce holdings by up to 1.31 million shares, representing 0.7923% of total shares [12] - ST Xiachuang (ST峡创) will remove other risk warnings and change its stock name to "Haixia Innovation" effective August 14, 2025 [13] Group 5 - Yuhua Tian (玉禾田) stated that the small shareholding of Zhiyuan Innovation in its subsidiary does not significantly impact its operations [14] - Baichuan Co. (百川股份) announced that its chairman plans to reduce his stake by up to 3% due to personal financial needs [14]
金橙子(688291.SH)拟购买萨米特55%股权 明起复牌
智通财经网· 2025-08-12 10:22
公司与标的公司均长期从事光学控制领域,本次交易后,公司将与标的公司在产品品类、客户资源、技 术研发等方面形成积极的互补关系,并借助彼此积累的研发实力和优势地位,实现业务上的有效整合, 扩大公司整体销售规模,增强市场竞争力。 智通财经APP讯,金橙子(688291.SH)发布公告,公司拟通过发行股份及支付现金的方式向汪永阳、黄 猛等8名交易对方购买其合计持有的长春萨米特光电科技有限公司(简称"萨米特")55%股权,并募集配套 资金。公司股票将于2025年8月13日开市起复牌。 标的公司长期从事精密光电控制产品的研发、生产及销售,主要产品包括高精度快速反射镜、高精密振 镜等。其中,高精度快速反射镜系能够精确控制光束方向的精密光学部件,可用于图像稳定系统、激光 通信等,下游领域包括飞机航空探测、地面安防系统、激光通信等;高精密振镜系可以进行高速光学扫 描的精密光学部件,可用于图像稳定系统、工业加工等,下游领域包括飞机航空探测、激光工业加工、 地面安防系统等。 ...
煌上煌: 福建立兴食品股份有限公司股东全部权益资产评估报告
Zheng Quan Zhi Xing· 2025-08-11 16:26
本报告依据中国资产评估准则编制 中铭国际资产评估(北京)有限责任公司 江西煌上煌集团食品股份有限公司拟股权收购事宜 涉及的福建立兴食品股份有限公司股东全部权益 资产评估报告 中铭评报字[2025]第 2194 号 (共壹册 第壹册) Zhong Ming(Bei jing)Assets Appraisal International Co.,Ltd 二○二五年八月十日 江西煌上煌集团食品股份有限公司拟股权收购事宜涉及的福建立兴食品股份有限公司股东全部 权益·资产评估报告 目 录 一、委托人、被评估单位和资产评估委托合同约定的其他资产评估报告使用人概 中铭国际资产评估(北京)有限责任公司 Zhong Ming(Bei jing)Assets Appraisal International Co.,Ltd 江西煌上煌集团食品股份有限公司拟股权收购事宜涉及的福建立兴食品股份有限公司股东全部 权益·资产评估报告 声 明 一、本资产评估报告依据财政部发布的资产评估基本准则和中国资产评估协会 发布的资产评估执业准则和职业道德准则编制。 二、委托人或者其他资产评估报告使用人应当按照法律、行政法规规定及本资产 评估报告载明的 ...
万通发展: 关于收到上海证券交易所《关于对北京万通新发展集团股份有限公司筹划收购股权事项的问询函》的公告
Zheng Quan Zhi Xing· 2025-08-11 16:25
Group 1 - Company received an inquiry letter from the Shanghai Stock Exchange regarding its planned equity acquisition [1] - The company plans to hold a board meeting on August 13 to review the acquisition [1] - The inquiry letter requests the company to verify and disclose specific matters related to the acquisition [1] Group 2 - The company intends to invest 100 million yuan to acquire 9.09% equity in Shudao Technology [2] - Shudao Technology reported revenues of 15.81 million yuan, 32.38 million yuan, and 16.28 million yuan for the first half of 2023, 2024, and 2025 respectively, with net losses of 62.57 million yuan, 138 million yuan, and 35.98 million yuan [2] - The company is required to disclose its business model, major clients, contracts, and financial data to analyze the reasons for Shudao Technology's continuous losses [2][3] Group 3 - The company must provide details on the valuation methods and processes used for the equity acquisition and capital increase [4] - The inquiry letter requests a comparison of the transaction's valuation with similar asset acquisitions to assess its reasonableness [4] - The company is also asked to clarify the payment arrangements for the acquisition and its potential impact on cash flow [4][5] Group 4 - The company's stock price experienced a limit-up on the trading day before and after the announcement of the acquisition [5] - The inquiry letter requires the company to disclose the specific process of the acquisition planning, including important timelines and involved personnel [5] - The company must conduct a self-examination of insider information management and disclose any potential leaks of insider information [5]