Core Viewpoint - The company is seeking shareholder approval to exempt specific investors from making a mandatory tender offer after acquiring shares that would exceed 30% ownership through a private placement of A-shares [1][2][3] Group 1: Company Actions - The company held its fourth board meeting on August 22, 2025, where it approved the proposal for a private placement of A-shares and the request for shareholder approval to exempt the investors from a tender offer [1] - The specific investors in this private placement are identified as Lu Hongping and Tu Han, who are expected to hold more than 30% of the company's shares post-issuance [2] Group 2: Regulatory Compliance - According to the relevant regulations, the investors' acquisition of shares exceeding 30% would typically trigger a mandatory tender offer; however, they have committed to not transferring these shares for 36 months [2] - The board's proposal to exempt the investors from the tender offer requires approval from non-related shareholders at the upcoming shareholder meeting [3] - The company will adhere to any changes in policies from the China Securities Regulatory Commission or the Shanghai Stock Exchange regarding the tender offer exemption and lock-up period [3]

Core Viewpoint - Shenzhen Huili Hongsheng intends to acquire shares of Shenkai Co., Ltd. through a public tender offer, fulfilling its legal obligation to offer a comprehensive buyout to all shareholders except for specific major shareholders [2][3]. Group 1: Tender Offer Overview - The tender offer is for all unrestricted circulating shares held by shareholders other than He Quanbo and Beijing Huachuang, with a total of 86,587,534 shares at a price of 16.13 yuan per share, representing 57.73% of the total issued shares [2][3]. - The tender offer period is set for 30 calendar days, from July 29, 2025, to August 27, 2025, with specific provisions for shareholders to withdraw their acceptance during the last three trading days [4][5]. Group 2: Purpose and Legal Compliance - The acquisition aims to comply with the legal obligation of a comprehensive tender offer due to Shenzhen Huili's acquisition of a 41.89% stake, making it the controlling shareholder of Shenkai Co., Ltd. [2][3]. - The tender offer does not aim to terminate the listing status of Shenkai Co., Ltd., but the controlling shareholder may propose measures to maintain the company's listing if the share distribution does not meet listing requirements [3]. Group 3: Shareholder Participation and Procedures - Shareholders can submit their acceptance of the tender offer through their securities companies, with specific instructions on the required information for the submission [5][7]. - The process for withdrawing acceptance of the tender offer is also outlined, allowing shareholders to retract their acceptance under certain conditions [6][7]. Group 4: Current Status of Tender Offer - As of August 20, 2025, a total of 4,000 shares have been net accepted in the tender offer, indicating initial shareholder response [8].

Core Viewpoint - The acquisition of Ningbo Tianpu Rubber Technology Co., Ltd. by Zhonghao Xinying (Hangzhou) Technology Co., Ltd. involves a significant transfer of shares and capital increase, leading to a change in control of the company [4][5][6]. Group 1: Acquisition Details - Zhonghao Xinying plans to acquire a total of 10.75% of the shares of Ningbo Tianpu Rubber Technology through agreements with existing shareholders [4]. - The acquisition includes the transfer of 2,473,600 shares, 8,940,000 shares, and 3,000,000 shares from various parties, representing 1.84%, 6.67%, and 2.24% of the total share capital respectively [4]. - Following the acquisition, Zhonghao Xinying will hold 30.52% of Tianpu Holdings, which will allow it to control Ningbo Tianpu Rubber Technology indirectly [4][5]. Group 2: Financial Aspects - The total maximum funding required for the acquisition is 803,809,600.00 yuan, with the offer price set at 23.98 yuan per share [7][10]. - The funding for the acquisition will come entirely from Zhonghao Xinying's own funds, and a performance deposit of 165,000,000.00 yuan has already been made [10][11]. - The acquisition is structured to comply with legal requirements, ensuring that the offer price is not lower than the highest price paid for shares in the last six months [7][10]. Group 3: Company Background - Ningbo Tianpu Rubber Technology Co., Ltd. is listed on the Shanghai Stock Exchange under the stock code 605255, with a total share capital of 134,080,000 shares [6]. - The company operates in the rubber technology sector, focusing on the design and manufacturing of rubber products [4][6]. Group 4: Future Plans - There are currently no plans for Zhonghao Xinying to further increase its stake in Ningbo Tianpu Rubber Technology within the next 12 months, aside from the current acquisition [6][22]. - The acquisition does not aim to terminate the listing status of Ningbo Tianpu Rubber Technology [6][22].

Core Viewpoint - The number of IPOs in A-shares in 2024 reached only 100, the lowest in a decade, leading many companies to shift towards mergers and acquisitions (M&A) as a means to enter the capital market [1]. Summary by Sections M&A Practical Manual Overview - The "M&A Practical Manual" consists of 342 pages and 173,000 words, covering 11 chapters that outline the operational key points and common issues from the perspectives of buyers, sellers, and intermediaries in M&A [4]. Chapter Highlights - **Chapter 1**: Discusses the importance of communication and understanding between buyers and sellers to avoid failures in M&A due to information asymmetry [11]. - **Chapter 3**: Focuses on the design of M&A plans, including considerations for acquisition ratios, methods, operational cycles, performance guarantees, and termination conditions [18]. - **Chapter 4**: Introduces four common pricing methods and three evaluation methods, detailing six aspects to consider when setting performance guarantees [19]. - **Chapter 5**: Explores payment methods in M&A, discussing cash payments, stock payments, and zero acquisitions, along with their advantages and disadvantages [23]. - **Chapter 6**: Emphasizes negotiation strategies in M&A, outlining necessary preparations and tactics for effective negotiation [25]. - **Chapter 9**: Provides insights into the operational logic of acquisitions and major asset restructurings, detailing various acquisition methods such as tender offers and management buyouts, supported by case studies [27][29]. - **Chapter 10**: Focuses on case studies to highlight key points in major asset restructuring, including share lock-up arrangements [10][31]. Additional Considerations - The manual also addresses the role of government subsidies in M&A, emphasizing the need for buyers to consider local government support policies and potential disputes regarding resource allocation post-acquisition [14].

【深圳商报讯】（记者 陈燕青）今年以来，A股要约收购市场不断升温。根据Wind统计，今年已有17 家公司涉及要约收购，远超去年全年的11家。在上述要约收购中，既有主动要约，也有被动要约；既有 全面要约，也有部分要约。从要约收购方来看，除了大股东，还有上市公司。在宣布被要约收购后，大 部分公司如申科股份、浩欧博、ST新潮等纷纷大涨。 要约收购是指收购人依照相关法律法规的规定公开向上市公司的全体股东发出收购要约，一般分为全面 要约和部分要约。要约收购约定的收购期限一般不得少于30日，并不得超过60日。各国法律对强制要约 收购触发点的规定各不相同，我国目前的强制要约收购触发点定为30%。 8月6日，申科股份发布公告，深圳汇理鸿晟产业控股企业（有限合伙）正在进行要约收购公司股份。本 次要约收购的申报价格为16.13元/股，期限为30个自然日，从7月29日至8月27日。收购人取得公司 41.89%股权，触发了全面要约收购的义务，向除控股股东何全波及第二大股东北京华创外的所有股东 发出要约。 此前，山东枣庄市台儿庄区国资中心旗下的深圳汇理以10.13亿元成功竞得申科股份41.89%股权，这一 交易触发全面要约收购义务。申 ...

Core Viewpoint - The Company is undergoing a tender offer process aimed at delisting its shares from trading on AB Nasdaq Vilnius, with a specified offer price and timeline for implementation [1][2]. Group 1: Tender Offer Details - The tender offer price is set at EUR 0.76 per ordinary registered share, with a par value of EUR 0.29 each [2]. - The implementation of the tender offer will commence on 25 August 2025 and terminate on 1 October 2025 [2]. - Comprehensive conditions of the tender offer are detailed in the attached circular [2].

Core Viewpoint - The acquisition of Yao Cai Securities by Ant Group is facing potential delays due to tightened regulatory scrutiny, but the company clarifies that the acquisition process is proceeding as planned [1][3]. Group 1: Acquisition Details - On April 25, Yao Cai Securities announced that Ant Group, through Wealthiness and Prosperity Holding Limited, made a cash offer at HKD 3.28 per share, totaling HKD 28.14 billion, with a 10% deposit already paid [1]. - As of August 11, the offeror has been in active communication with regulatory bodies, including the Hong Kong Securities and Futures Commission and the National Development and Reform Commission, to address inquiries and progress towards completion conditions [5]. - The completion conditions include obtaining written approval from the Securities and Futures Commission for the main shareholders and submitting the transaction for approval to the National Development and Reform Commission [6][7]. Group 2: Stock Performance - Following the announcement of the acquisition, Yao Cai Securities' stock surged by over 460%, but has since retraced more than 20% from its peak due to adverse news [1]. - On April 28, the first trading day after the acquisition announcement, the stock rose by 81.97% to close at HKD 5.55 per share, reaching a high of HKD 17.68 per share on July 21 [9]. - As of August 15, the stock price was reported at HKD 12.8, reflecting a decline of over 27% from its peak [9]. Group 3: Operational Issues - On August 13, some investors reported issues accessing Yao Cai Securities' trading platform, leading to concerns about missed trading opportunities and losses [9]. - The company's CEO responded that the system was functioning normally, attributing access issues to network problems and updates occurring during specific hours [9].

Core Viewpoint - The announcement details the first indicative notice of a tender offer by Ningbo Meishan Bonded Port Area Jincheng Shazhou Equity Investment Co., Ltd. to acquire shares of Fushun Special Steel Co., Ltd. [1] Group 1: Tender Offer Details - The tender offer is valid from August 12, 2025, to September 10, 2025, with the last three trading days being September 8, 9, and 10, during which shareholders cannot withdraw their acceptance of the offer [2][4] - The offer price is set at 5.60 yuan per share, which is not lower than the highest price paid by the acquirer for the shares in the last six months prior to the announcement [2][3] - The total maximum funds required for the acquisition, based on the offer price and the number of shares to be acquired (98,605,000 shares), amounts to 552,188,000 yuan [3][4] Group 2: Purpose and Strategy - The purpose of the tender offer is to increase the acquirer's shareholding in the company, consolidate control, and enhance the stability of the company's equity structure [2][3] - The acquirer aims to leverage its resources to introduce more strategic and business resources to the company, facilitating its long-term and healthy development in the special steel and alloy materials market [2][3] Group 3: Offer Procedures - Shareholders can submit their acceptance of the tender offer through their securities company during the trading hours within the offer period [5][6] - If the total number of shares tendered exceeds 98,605,000 shares, the acquirer will purchase the shares on a pro-rata basis [6][7] - The acquirer will announce the status of the tender offer and any withdrawals daily on the Shanghai Stock Exchange website [8] Group 4: Current Status - As of August 14, 2025, a total of 36,900 shares have been tendered, representing 0.00187% of the company's total share capital [7][9]

Core Viewpoint - The financial advisor, Huatai United Securities, has conducted a thorough review of the equity change report for Shanghai Swancor New Materials Technology Co., Ltd., confirming the authenticity, accuracy, and completeness of the disclosed information [2][13][14]. Summary by Sections Financial Advisor's Review - The financial advisor asserts that the information provided by the disclosing party is true, accurate, and complete, with no false records or misleading statements found [2][13]. - The advisor has fulfilled its due diligence obligations and believes there are no substantial discrepancies between its professional opinions and the disclosed documents [2][3]. Equity Change Details - The equity change involves Shanghai Zhiyuan Hengyue Technology Partnership acquiring 100,800,016 shares from Swancor Samoa, representing 24.99% of the total shares of the listed company [7][9]. - Additionally, Zhiyuan Hengyue plans to further increase its stake through a partial tender offer for 149,243,840 shares, which accounts for 37.00% of the total share capital [10][15]. Purpose of the Equity Change - The purpose of the equity change is to gain control of the listed company, with a focus on sustainable development and enhancing shareholder value, particularly for minority shareholders [14][15]. - The advisor has communicated with the disclosing party regarding the purpose of the equity change, finding it reasonable and compliant with current laws and regulations [15]. Future Plans - The disclosing party intends to continue increasing its shareholding within the next 12 months, with plans to acquire additional shares through a tender offer [15][16]. - The advisor confirms that the funds for the equity change will come from the disclosing party's own and self-raised funds, with no financial assistance from the listed company or its affiliates [25][31]. Lock-up Commitments - The disclosing party has made commitments regarding the lock-up of shares acquired during the transaction, agreeing not to transfer these shares for 36 months following the completion of the acquisition [17][18].

Core Viewpoint - The acquisition of shares in Shangwei New Materials Technology Co., Ltd. is being initiated by Shanghai Zhiyuan Hengyue Technology Partnership, aiming to enhance control over the company and promote sustainable development while maintaining its listing status on the Shanghai Stock Exchange [1][9][10]. Group 1: Acquisition Details - Shanghai Zhiyuan Hengyue plans to acquire 100,800,016 shares from SWANCOR Samoa, representing 24.99% of the total shares of Shangwei New Materials [2][4]. - Additionally, Shanghai Zhiyuan Hengyue will acquire 2,400,900 shares from SWANCOR Samoa, representing 0.60% of the total shares, and 17,767,266 shares from Jinfeng Investment Holdings, representing 4.40% of the total shares [2][5]. - After the completion of these transfers, Zhiyuan Hengyue and its partner will collectively hold 29.99% of the company's shares and corresponding voting rights [2]. Group 2: Offer Details - The offer price for the shares is set at RMB 7.78 per share, with a total intended acquisition of 149,243,840 shares, which constitutes 37.00% of the total share capital of Shangwei New Materials [10][12]. - The total maximum funding required for this acquisition is estimated at RMB 1,161,117,075.20 [13]. - The acquisition will be funded through the acquirer's own and self-raised funds, with a commitment to maintain compliance with relevant laws and regulations [14][15]. Group 3: Regulatory and Compliance - The acquisition is subject to approval from the Shanghai Stock Exchange and must comply with the regulations set forth by the China Securities Regulatory Commission [2][3]. - The acquisition process includes a 30-day offer period during which investors can accept the offer [15]. - The acquirer has deposited RMB 232,223,500 as a performance guarantee for the offer [14].