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南华仪器: 第五届监事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-06-13 12:00
Group 1 - The company plans to acquire 3,947,450 shares of Guangdong Jiade Power Clean Technology Co., Ltd., representing 39.4745% of its total shares, through a cash payment to the current shareholders [2][3][7] - The total transaction price for the acquisition is set at 76.383158 million yuan, with the payment structured in two installments [3][4][8] - The first installment will be 85% of the total price, amounting to 64.925684 million yuan, while the second installment will be 15%, totaling 11.574474 million yuan, contingent upon performance metrics [4][5][8] Group 2 - The performance commitment period for Jiade Power is set for the years 2025, 2026, and 2027, with minimum net profit targets of 18 million yuan, 38 million yuan, and 21 million yuan respectively [7][8][10] - If the performance targets are not met, the shareholders are obligated to provide cash compensation to the company within 15 working days after notification [8][10][11] - The company will conduct an impairment test on the acquired assets within four months after the performance commitment period ends, and any impairment will also be subject to compensation [10][11][12]
证券代码:000422 证券简称:湖北宜化 公告编号:2025-058
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-06-04 23:11
Core Viewpoint - Hubei Yihua Chemical Co., Ltd. is acquiring 100% equity of Yichang Xinfai Industrial Investment Co., Ltd. from its controlling shareholder, Hubei Yihua Group, for a total transaction price of 3.2079324 billion yuan, with the transfer of assets completed as of the announcement date [2][3]. Transaction Implementation - The transfer of the target assets has been completed, and the company now directly holds 100% equity of Yichang Xinfai [2]. - The transaction price is structured in two payments: the first payment of 51% (approximately 1.636045524 billion yuan) is due within 5 working days after the agreement is signed, and the remaining 49% (approximately 1.571886876 billion yuan) is to be paid within one year along with corresponding interest [3]. Subsequent Matters - Remaining payments for the equity transfer are pending as per the agreement [4]. - The company will hire an auditing firm to conduct a special audit on the profit and loss of the target company during the transition period [4]. - The company is required to continue fulfilling information disclosure obligations as per relevant laws and regulations [4]. Opinions from Intermediaries - The independent financial advisor confirmed that the transaction complies with relevant laws and regulations, and the asset transfer procedures are legal and effective [6]. - The legal advisor stated that the necessary approvals for the transaction have been obtained, and there are no significant discrepancies in the information disclosed prior to the transaction [6].
*ST花王股东吴群减持套现7080万元
Zheng Quan Shi Bao Wang· 2025-05-28 13:14
Core Viewpoint - The major shareholder of *ST Huawang, Wu Qun, reduced his stake by 8.7689 million shares, accounting for 1% of the company's total share capital, due to personal financial needs, resulting in a significant drop in the company's stock price [1][5]. Group 1: Shareholder Actions - Wu Qun sold 8,768,935 shares from March 3 to March 7, 2025, through centralized bidding, with a total transaction value of approximately 70.80 million yuan [2][5]. - The share price during the reduction ranged from 7.79 to 8.31 yuan per share [2][5]. - After the reduction, Wu Qun still holds 15,414,284 shares, representing 1.76% of the total share capital [3][5]. Group 2: Company Performance and Stock Price Reaction - Following Wu Qun's reduction, *ST Huawang's stock price fell sharply, reaching a low of 4.15 yuan per share after the announcement of a major asset acquisition plan [5]. - The stock price increased by 4% on the day of reporting, closing at 6.23 yuan, which is still below the reduction price [5]. - The stock experienced significant volatility, with a cumulative price deviation exceeding 12% over three consecutive trading days [5][6]. Group 3: Financial and Audit Status - *ST Huawang has faced multiple risk warnings since May 6, 2021, and received a negative internal control audit report for the 2023 fiscal year [6][7]. - The company resolved non-operating fund occupation issues with a fund of approximately 95.99 million yuan by December 30, 2024 [6]. - As of April 28, 2025, the company received a standard unqualified audit report, indicating that the issues affecting its operational continuity have been resolved [7].