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安孚科技: 安徽安孚电池科技股份有限公司发行股份及支付现金购买资产并募集配套资金暨关联交易实施情况暨新增股份上市公告书
Zheng Quan Zhi Xing· 2025-08-29 17:46
股票代码:603031 上市地点:上海证券交易所 股票简称:安孚科技 安徽安孚电池科技股份有限公司 发行股份及支付现金购买资产并募集配套资金 暨关联交易 实施情况暨新增股份上市公告书 独立财务顾问 二〇二五年八月 安徽安孚电池科技股份有限公司发行股份及支付现金购买资产并募集配套资金暨关联交易实施情况报告书 特别提示 一、本次发行仅指本次交易中发行股份购买资产部分的股份发行,募集配 套资金部分的股份将另行发行。 二、本次新增股份的发行价格为 23.46 元/股,该发行价格已经本公司董事 会及股东大会批准。本次新增股份数量为 41,003,849 股(其中限售流通股数量 为 41,003,849 股)。 三、本次发行股份购买资产的新增股份已于 2025 年 8 月 26 日在中国证券 登记结算有限责任公司上海分公司办理完成了登记手续,并取得中国证券登记 结算有限责任公司上海分公司出具的《证券变更登记证明》。 四、本次发行完成后,上市公司股份分布仍满足《公司法》《证券法》及 《上市规则》等法律、法规规定的股票上市条件。 安徽安孚电池科技股份有限公司发行股份及支付现金购买资产并募集配套资金暨关联交易实施情况报告书 上 ...
安孚科技: 安徽安孚电池科技股份有限公司发行股份及支付现金购买资产并募集配套资金暨关联交易实施情况暨新增股份上市公告书摘要
Zheng Quan Zhi Xing· 2025-08-29 17:46
Core Points - Anhui Anfu Battery Technology Co., Ltd. (安孚科技) is conducting a share issuance and cash payment to acquire a 31.00% stake in Anfu Energy (安孚能源) for a total transaction price of 1,151.9871 million yuan [5][6] - The share issuance price is set at 23.46 yuan per share, approved by the board and shareholders [5][6] - The transaction involves issuing 41,003,849 new shares, all of which are restricted from circulation [5][6] Transaction Overview - The transaction consists of two parts: issuing shares and cash payment to acquire Anfu Energy's stake and raising matching funds [5][6] - The cash component of the transaction is 190.0368 million yuan, while the share component is 961.9503 million yuan [5][6] - The total amount raised through the issuance of shares for matching funds will not exceed 204.0368 million yuan [6] Share Issuance Details - The issuance will be directed towards no more than 35 specific investors, with the total number of shares issued based on the total amount raised divided by the issuance price [6][7] - The issuance is not contingent on the success of the matching funds, but the matching funds are contingent on the completion of the share issuance [6][7] Valuation and Pricing - The valuation of Anfu Energy is based on its holdings in Yajing Technology (亚锦科技), with a total valuation of 4,196.52 million yuan for 100% of Anfu Energy [7][8] - The assessed value for the 31.00% stake in Anfu Energy is 1,301.1269 million yuan [7][8] - The pricing mechanism includes a differential pricing strategy based on negotiations with various stakeholders [8][9] Performance Commitments - Performance commitments have been made by the stakeholders involved, with specific net profit targets set for Anfu Energy and its subsidiaries over the next three years [19][20] - If the net profit targets are not met, the stakeholders are required to compensate the company, either through shares or cash [19][20] Lock-up Periods - Certain stakeholders have committed to lock-up periods for the newly issued shares, ranging from 12 to 36 months, depending on their respective agreements [15][16] - The lock-up agreements are designed to stabilize the share price post-issuance and ensure commitment from the stakeholders [15][16] Financial Implications - The transaction is expected to enhance the company's control over Anfu Energy, increasing its stake from 62.25% to 93.26% post-transaction [7][8] - The financial structure of the deal includes provisions for performance-based compensation and potential adjustments based on market conditions [19][20]
芯原股份: 关于筹划发行股份及支付现金购买资产事项的停牌公告
Zheng Quan Zhi Xing· 2025-08-29 17:46
证券代码:688521 证券简称:芯原股份 公告编号:2025-052 芯原微电子(上海)股份有限公司 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示: ? 证券停复牌情况:适用 因筹划发行股份及支付现金购买资产事项,本公司的相关证券停复牌情况如下: 停牌 | 证券代码 | 证券简称 | 停复牌类型 | 停牌起始日 | 停牌终止日 | 复牌日 | | --- | --- | --- | --- | --- | --- | | | | | 期间 | | | 一、停牌事由和工作安排 芯原微电子(上海)股份有限公司(以下简称"公司")正在筹划以发行股份 及支付现金的方式购买芯来智融半导体科技(上海)有限公司(以下简称"芯来 智融"或"标的公司")股权并募集配套资金(以下简称"本次交易")。 本次交易尚处于筹划阶段,截至本公告披露日,芯来智融的估值尚未最终确 定。根据《上市公司重大资产重组管理办法》 统一社会信用代码 91310115MA1K473231 法定代表人 胡振波 公司类型 有限责任公司(外商投资企业与内资合资 ...
罕见飙升!5天涨超130%,688228“急了”:严重异常波动
中国基金报· 2025-08-29 15:08
Core Viewpoint - The stock of Kaipu Cloud has experienced a significant increase, with a cumulative rise of 133.74% over five consecutive trading days, leading to abnormal trading conditions [1][3]. Group 1: Stock Performance - On August 29, Kaipu Cloud's stock rose by 16.52%, continuing its strong performance [1]. - In August, the stock achieved a total increase of 147.9%, ranking second in the market, only behind Geberga's 155.37% [6]. - The average turnover rate during the five-day period was 9.59%, indicating high trading activity [3]. Group 2: Valuation Metrics - As of August 29, 2025, Kaipu Cloud's rolling price-to-earnings (P/E) ratio was 493.7 times, significantly higher than the industry average P/E ratio of 86.93 times for the software and information technology services sector [6]. Group 3: Financial Performance - For the full year of 2024, Kaipu Cloud reported revenue of 618 million yuan, a decrease of 76.21 million yuan year-on-year, and a net profit of 20.59 million yuan, down by 20.57 million yuan [7]. - In the first half of 2025, the company achieved revenue of 160 million yuan, an increase of 4.64 million yuan year-on-year, and a net profit of 3.78 million yuan, up by 20.16 million yuan [7]. Group 4: Corporate Actions - On August 25, Kaipu Cloud announced a major asset restructuring plan to acquire 100% equity of Nanning Taike Semiconductor from Shenzhen Jintaike, which is expected to influence its future performance [7]. - The completion of this transaction is subject to regulatory approval, introducing uncertainty regarding its execution [7]. Group 5: Market Communication - In response to the abnormal stock trading, Kaipu Cloud stated that its daily operations and internal order are normal, and all research and development activities are proceeding as planned [6]. - The company emphasized the importance of rational decision-making and caution in investment amidst the current market volatility [6].
罕见飙升!5天涨超130%,688228“急了”:严重异常波动
Zhong Guo Ji Jin Bao· 2025-08-29 14:52
Group 1 - The stock price of Kaipu Cloud has shown a strong upward trend, increasing by 16.52% on August 29, and has risen a total of 133.74% over five consecutive trading days, attracting significant market attention [2][4] - Kaipu Cloud's stock has performed exceptionally well in August, with a total increase of 147.9%, ranking second in the market, only behind Geberga's 155.37% [7] - The company has announced that its daily operations and internal order are normal, and there are no undisclosed significant matters apart from the disclosed major asset restructuring [7] Group 2 - Financial data indicates that for the full year of 2024, Kaipu Cloud achieved operating revenue of 618 million yuan, a decrease of 76.21 million yuan year-on-year, and a net profit attributable to shareholders of 20.59 million yuan, a decrease of 20.57 million yuan year-on-year [8] - In the first half of 2025, the company reported operating revenue of 160 million yuan, an increase of 4.64 million yuan year-on-year, and a net profit attributable to shareholders of 3.78 million yuan, an increase of 2.02 million yuan year-on-year [8] - On August 25, Kaipu Cloud announced a major asset restructuring plan to acquire 100% equity of Nanning Taike Semiconductor from Shenzhen Jintaike, with the transaction's approval remaining uncertain [8]
300368,重大资产重组!
Group 1 - The company Huijin Co., Ltd. plans to acquire a 20% stake in Cooper New Energy Co., Ltd. through cash payment, which will result in Cooper New Energy becoming a subsidiary of Huijin after the transaction is completed [1][3] - The transaction is expected to constitute a significant asset restructuring, enhancing Huijin's business scale and profitability, as well as improving its overall asset quality and core competitiveness [1][3] - Cooper New Energy, established in 2011, focuses on the research, production, and sales of internal equipment for wind power towers and intelligent equipment for wind power construction, with a registered capital of 70 million yuan [3] Group 2 - In the first half of the year, Cooper New Energy reported sales revenue of 122 million yuan, a year-on-year decrease of 16.92%, while net profit increased by 22.85% to 14.97 million yuan [3] - The major shareholders of Cooper New Energy include Yu Chunsheng, who holds 94.29% of the shares, and other partners holding minor stakes [3] - Huijin's business encompasses various fields, including banking financial electronic equipment, intelligent devices for government and enterprises, software system development, new energy technology development, and comprehensive information solutions [3]
两年亏近10亿,这家环保公司要跨界卫星通信领域
Guo Ji Jin Rong Bao· 2025-08-29 13:28
Group 1 - The company, Dongzhu Ecological, is planning to acquire a controlling stake in Kairuixingtong Information Technology (Nanjing) Co., Ltd. through a combination of issuing shares and cash payment, while also raising matching funds [1][3] - This transaction is expected to constitute a major asset restructuring, which will not lead to a change in the actual controller of the company and does not qualify as a restructuring listing [3] - Kairuixingtong is a high-tech enterprise primarily engaged in the research and development of satellite communication technology and systems, with a mature product and technology advantage in various fields including satellite communication systems and low-power integrated terminals [3][4] Group 2 - Dongzhu Ecological has experienced a significant decline in revenue and net profit since 2022, prompting the company to initiate this major asset restructuring and cross-industry acquisition [4] - The company's revenue and net profit figures for 2022-2024 are as follows: revenue of 1.242 billion, 829 million, and 376 million; net profit of 27 million, -326 million, and -635 million [5] - The company anticipates a net profit of -10 million to -5 million for the first half of 2025, compared to a profit of 129.88 million in the same period last year, attributing the decline to intensified competition and prolonged project settlement cycles [5]
重大资产重组终止!梦网科技如何走出亏损泥淖?
Guo Ji Jin Rong Bao· 2025-08-29 13:28
Group 1 - The company announced the termination of the acquisition of assets and related fundraising due to a contractual dispute leading to the freezing of shares held by the transaction partner, which does not meet regulatory requirements [1][3][4] - The acquisition was initially disclosed in January, with a proposed transaction price of 1.28 billion yuan and additional fundraising not exceeding 830 million yuan [3] - The freezing of 10.51 million shares held by the transaction partner significantly impacts the acquisition, as they are the third-largest shareholder and performance guarantor [3][5] Group 2 - The company has been experiencing continuous losses over the years, with revenues of 3.175 billion yuan, 4.157 billion yuan, 5.234 billion yuan, and 4.404 billion yuan from 2021 to 2024, and net profits of -238 million yuan, -722 million yuan, -1.822 billion yuan, and 42 million yuan respectively [6] - In the first half of this year, the company reported a revenue of 1.539 billion yuan, a year-on-year decrease of 33.89%, while the net profit attributable to shareholders was 9.2399 million yuan, a slight increase of 0.05% [6] - Despite a projected turnaround in 2024, the company faces challenges as performance is expected to decline again in the first half of 2025 [7]
嘉必优: 嘉必优生物技术(武汉)股份有限公司关于召开终止重大资产重组投资者说明会的公告
Zheng Quan Zhi Xing· 2025-08-29 11:44
Core Viewpoint - The company, Jia Bi You Biotechnology (Wuhan) Co., Ltd., has announced the termination of a major asset restructuring and will hold an investor briefing to address investor concerns regarding this decision [1][2]. Group 1: Investor Briefing Details - The investor briefing is scheduled for September 2, 2025, from 16:00 to 17:00 [1][2]. - The briefing will take place at the Shanghai Stock Exchange Roadshow Center and will be conducted in an online text interaction format [1][2]. - Investors can submit questions from August 30, 2025, until September 2, 2025, at 14:00 through the Roadshow Center website or via the company's email [3]. Group 2: Company Actions - The company’s board and supervisory board have approved the termination of the asset restructuring and the withdrawal of related application documents [1]. - The company will sign a termination agreement with the transaction counterparties as part of this process [1]. Group 3: Participants in the Briefing - Key participants in the investor briefing will include the company's Chairman and General Manager, the Board Secretary, representatives from the transaction counterparties, and independent financial advisors [2]. Group 4: Contact Information - For inquiries, investors can contact Wang Fang at phone number 027-67845289 or via email at zqb@cabio.cn [4].
嘉必优: 嘉必优生物技术(武汉)股份有限公司关于终止发行股份及支付现金购买资产并募集配套资金暨关联交易事项并撤回申请文件的提示性公告
Zheng Quan Zhi Xing· 2025-08-29 11:44
嘉必优生物技术(武汉)股份有限公司拟以发行股份及支付现金的方式向王 树伟、董栋、肖云平、王修评、靳超、史贤俊、上海帆易生物科技合伙企业(有 限合伙)、宁波梅山保税港区睿欧投资管理合伙企业(有限合伙)、宁波梅山保 税港区欧润企业管理合伙企业(有限合伙)、上海国药二期股权投资基金合伙企 业(有限合伙)、南通东证瑞象创业投资中心(有限合伙)、苏州鼎石汇泽生物 产业投资基金合伙企业(有限合伙)、上海圣祁投资管理合伙企业(有限合伙) 共 13 名交易对方购买上海欧易生物医学科技有限公司 63.2134%的股权,同时拟 向不超过 35 名特定投资者发行股份募集配套资金(以下简称"本次交易"或"本 次重组")。 证券代码:688089 证券简称:嘉必优 公告编号:2025-061 嘉必优生物技术(武汉)股份有限公司 关于终止发行股份及支付现金购买资产并募集配套资金 暨关联交易事项并撤回申请文件的提示性公告 本公司及董事会全体成员保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性依法承担法律责任。 嘉必优生物技术(武汉)股份有限公司(简称"嘉必优"、"公司"、"本 公司")于 20 ...