向特定对象发行股票
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日丰股份向实控人定增不超2.3亿获通过 东莞证券建功
Zhong Guo Jing Ji Wang· 2025-08-04 03:00
中国经济网北京8月4日讯日丰股份(002953)(002953.SZ)近日发布了关于向特定对象发行股票申请获 得深圳证券交易所上市审核中心审核通过的公告。 冯就景通过本次发行认购的股票自发行结束之日起18个月内不得转让。若冯就景所认购股份的限售期与 中国证监会、深交所等监管部门的规定不相符,则限售期将根据相关监管部门的规定进行相应调整。 截至募集说明书签署日,冯就景直接持有公司股份235,815,420股,占公司总股本比例为51.61%,为公 司控股股东、实际控制人。冯就景将全额认购本次发行股票。本次发行完成后,冯就景拥有的公司表决 权比例将进一步提升,公司控制权将得到进一步巩固。因此,本次发行不会导致公司控制权发生变化。 公告显示,公司于2025年8月1日收到深交所出具的《关于广东日丰电缆股份有限公司申请向特定对象发 行股票的审核中心意见告知函》,深交所上市审核中心对公司向特定对象发行股票的申请文件进行了审 核,认为公司符合发行条件、上市条件和信息披露要求,后续深交所将按规定报中国证监会履行相关注 册程序。 日丰股份本次的保荐机构(主承销商)为东莞证券股份有限公司,保荐代表人为吴文辉、袁炜。 本次向特定对象 ...
山东鲁抗医药股份有限公司 关于向特定对象发行股票申请文件的审核问询函回复更新的提示性公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-01 23:13
Group 1 - The company received an inquiry letter from the Shanghai Stock Exchange regarding its application for a specific stock issuance [1][2] - The company, along with relevant intermediaries, conducted a thorough study and addressed the questions raised in the inquiry letter, making necessary revisions to the application documents [1][2] - The stock issuance is subject to approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission, with uncertainties regarding the approval timeline [2] Group 2 - The company disclosed relevant documents on the Shanghai Stock Exchange website on June 18 and July 8, 2025, detailing the responses to the inquiry [1] - The company will continue to fulfill its information disclosure obligations based on the progress of the stock issuance matter [2] - Investors are advised to pay attention to investment risks associated with the uncertainty of the approval process [2]
上海新致软件股份有限公司 关于2024年度向特定对象发行A股股票申请文件的审核问询函回复及募集说明书等申请文件更新的提示性公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-01 23:13
Core Viewpoint - Shanghai Xinzhi Software Co., Ltd. has received an inquiry letter from the Shanghai Stock Exchange regarding its application for a specific issuance of A-shares, indicating ongoing regulatory scrutiny and the need for compliance with the exchange's requirements [1][2]. Group 1 - The company received the inquiry letter on June 24, 2025, from the Shanghai Stock Exchange, which outlines questions regarding its application for a specific issuance of A-shares [1]. - In response to the inquiry letter, the company, along with relevant intermediaries, conducted a thorough review and addressed each issue raised, submitting the response materials to the Shanghai Stock Exchange [2]. - The company has revised and improved its fundraising prospectus and other application documents based on the feedback from the Shanghai Stock Exchange, with the updated documents disclosed on the exchange's website [2]. Group 2 - The issuance of A-shares is subject to approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission, with uncertainties regarding the approval timeline and outcome [2]. - The company commits to timely information disclosure regarding the progress of this matter, urging investors to remain cautious about investment risks [2].
亚威股份: 关于向特定对象发行股票审核问询函回复及募集说明书等申请文件更新的提示性公告
Zheng Quan Zhi Xing· 2025-08-01 16:35
Core Viewpoint - Jiangsu Yawen Machine Tool Co., Ltd. is in the process of issuing stocks to specific investors, which requires approval from the Shenzhen Stock Exchange and registration consent from the China Securities Regulatory Commission [1][2]. Group 1 - The company received an inquiry letter from the Shenzhen Stock Exchange regarding its application for a specific stock issuance on July 15, 2025 [1]. - The company has conducted thorough research and addressed the inquiries by supplementing materials and responding to questions as required by the inquiry letter [1]. - The company has revised the relevant content in its application documents for the stock issuance and listing on the main board [1]. Group 2 - The stock issuance is subject to approval from the Shenzhen Stock Exchange and requires registration consent from the China Securities Regulatory Commission before implementation [2]. - There is uncertainty regarding whether the company will pass the Shenzhen Stock Exchange's review and receive the registration consent from the China Securities Regulatory Commission, along with the timing of such decisions [2]. - The company will fulfill its information disclosure obligations based on the progress of this matter [2].
亚威股份: 北京国枫律师事务所关于江苏亚威机床股份有限公司申请向特定对象发行股票的补充法律意见书之一
Zheng Quan Zhi Xing· 2025-08-01 16:35
Core Viewpoint - Jiangsu Yawey Machine Tool Co., Ltd. is seeking to issue shares to specific targets, with a total fundraising amount not exceeding 924.5749 million yuan, and the issuance will result in Yangzhou Industrial Development Group becoming the controlling shareholder, with the Yangzhou State-owned Assets Supervision and Administration Commission as the actual controller [3][4][10]. Fundraising and Project Allocation - The proposed fundraising will allocate 303.66 million yuan to the second phase of the servo press and automated stamping line project, while 620.9149 million yuan will be used to supplement working capital and repay bank loans [4][10]. - The first phase of the project began construction in 2023 and is currently in trial production, with a designed capacity of 2,000 presses and 100 automated stamping lines per year [4][10]. Regulatory Approvals and Progress - The fundraising requires approval from the State-owned Assets Supervision and Administration Department, which has not yet been obtained [3][5]. - As of June 20, 2025, the Yangzhou Industrial Development Group's subscription for shares has been approved by the Jiangsu Provincial Government's State-owned Assets Supervision and Administration Commission [6][10]. - The Yangzhou Jiangdu District People's Government has issued a land acquisition announcement for the project site, and the company will participate in the bidding process for the land [8][9]. Financial Sources and Stability - The subscription funds will come from 40% self-owned funds and 60% acquisition loans, with a total fundraising amount of 924.5749 million yuan [11][12]. - The Yangzhou Industrial Development Group has a cash balance of 446 million yuan as of June 30, 2025, which is sufficient to cover the acquisition needs [13]. Shareholding and Control - The Yangzhou State-owned Assets Supervision and Administration Commission does not directly or indirectly hold shares in Yawey Machine Tool, and there are no agreements for voting rights or concerted actions regarding shareholding [14][15]. - The actual controller of the subscription target, Yangzhou Industrial Development Group, has committed not to reduce its holdings in Yawey Machine Tool for six months after the pricing benchmark date [16][17]. Historical Fundraising and Compliance - The company has not changed the use of funds from previous fundraising activities, and all fundraising activities have complied with relevant regulations [18][19][20].
燕东微: 向特定对象发行A股股票结果暨股本变动的公告
Zheng Quan Zhi Xing· 2025-08-01 16:23
Summary of the Issuance Announcement Core Viewpoint The announcement details the completion of a specific issuance of A-shares by Beijing Yandong Microelectronics Co., Ltd., including the number of shares issued, pricing, and the implications for the company's capital structure and shareholder distribution. Group 1: Issuance Overview - The company issued a total of 225,083,986 shares at a price of 17.86 RMB per share [1][5] - The shares were fully subscribed in cash, with no asset transfer involved [6] - The shares will be subject to a 36-month lock-up period before they can be transferred [8] Group 2: Fundraising and Financial Impact - The total amount raised from the issuance is approximately 4.02 billion RMB, with a net amount of about 4.01 billion RMB after deducting issuance costs [5] - The funds will be used for the 12-inch integrated circuit production line project and to supplement working capital [12] - The issuance is expected to enhance the company's asset scale and reduce financial risk, thereby optimizing the capital structure [12] Group 3: Shareholder Structure Changes - Before the issuance, the largest shareholder, Beijing Electronic Holdings Co., Ltd., held 34.96% of the shares [10] - Post-issuance, this shareholder's stake increased to 45.21%, indicating a significant concentration of ownership [11] - The issuance does not alter the control of the company, as Beijing Electronic remains the controlling shareholder [12] Group 4: Compliance and Regulatory Approval - The issuance process adhered to all necessary internal and external approval procedures, receiving the required regulatory approvals from the Shanghai Stock Exchange and the China Securities Regulatory Commission [6][7] - The legal and financial advisors confirmed the compliance of the issuance process with relevant laws and regulations [7][12]
江苏亚威机床股份有限公司向特定对象发行股票审核问询函回复解读:资金来源、募投项目与经营情况剖析
Xin Lang Cai Jing· 2025-08-01 16:01
Core Viewpoint - Jiangsu Yawen Machine Tool Co., Ltd. has received an inquiry letter from the Shenzhen Stock Exchange regarding its application for a specific stock issuance, with key responses provided by the auditing firm. Fund Sources and Compliance - The subscription for the stock issuance will be made by Yangzhou Chanfang Group, with a total fundraising amount of 924.57 million yuan, where 40% will be paid using self-owned funds and 60% through acquisition loans [1] - The group has a cash balance of 446 million yuan as of June 30, 2025, ensuring sufficient funds for daily operations after the subscription payment [1] Project Benefit Assessment - The project is expected to save 349.62 million yuan in external structure component purchases annually, achieving a post-tax net profit of 41.38 million yuan, with a post-tax internal rate of return of 9.69% and a payback period of 11.01 years [2] Depreciation and Amortization Impact - The project will incur increased depreciation and amortization, but the impact on future profitability and operational performance is expected to be limited [3] Business Performance Analysis - The main revenue source is from metal forming machine tools, with expected growth from 2022 to 2024, although a decline was noted in Q1 2025 due to order structure and customer acceptance processes [4] - Laser processing equipment revenue fluctuated, with a decline in 2023 due to price drops, but a recovery is anticipated in 2024 [4] - The company maintains a stable customer base for its overseas sales, with no significant adverse effects from trade friction [4] Accounts Receivable and Inventory Management - Some overseas dealers have high accounts receivable balances, but the company is actively managing collections and has not relaxed credit policies [5] - Inventory management aligns with business models, with a high proportion of goods shipped within one year, indicating low risk of inventory obsolescence [5] Financial Position and Investment Necessity - The company has a projected funding gap of 673.84 million yuan over the next three years, necessitating the current fundraising to supplement working capital and repay bank loans [6] - Financial investments are within acceptable limits, with no significant risks from external investments [6] Legal and Regulatory Compliance - Ongoing litigation and administrative penalties are being managed appropriately, with no significant adverse effects on the company’s financial position [6] - The company has taken effective corrective measures regarding past issues, ensuring compliance with regulations [7] Goodwill Impairment - Goodwill impairment testing has been conducted with reasonable parameters, and no significant impairment has been identified for certain subsidiaries [7]
上海雅仕投资发展股份有限公司2025年第一次临时股东会决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-07-31 23:20
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: ●本次会议是否有否决议案:无 一、会议召开和出席情况 (一)股东会召开的时间:2025年7月31日 (二)股东会召开的地点:公司会议室(上海市浦东新区浦东南路855号36楼) (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况: ■ (四)表决方式是否符合《公司法》及《公司章程》的规定,大会主持情况等。 本次股东会由公司董事会召集,公司董事长刘忠义先生主持本次股东会。会议采用现场投票与网络投票 相结合的方式。本次股东会的召开及表决方式符合《公司法》及《公司章程》的规定。 (五)公司董事、监事和董事会秘书的出席情况 1、公司在任董事9人,出席9人(现场出席2人,视频通讯出席7人); 2、公司在任监事3人,出席3人(现场出席1人,视频通讯出席2人); 3、董事会秘书金昌粉女士出席了本次会议;公司高管列席了本次会议。 二、议案审议情况 (一)非累积投票议案 2、议案名称:关于提请股东会延长授权董事会全权办理本次向特定对象发行股票相关具体事宜有效期 的议案 ...
湖南华联瓷业股份有限公司2025年第三次临时股东大会决议公告
Shang Hai Zheng Quan Bao· 2025-07-31 19:30
Meeting Overview - The third extraordinary general meeting of shareholders of Hunan Hualian Ceramics Co., Ltd. was held on July 31, 2025, in Liling City, Hunan Province, combining on-site and online voting methods [4]. - A total of 4 shareholders and authorized representatives attended the meeting on-site, representing 161,892,056 shares, accounting for 64.28% of the total voting shares [5]. - 83 shareholders participated through online voting, representing 347,100 shares, accounting for 0.14% of the total voting shares [6]. Proposal Voting Results - The proposal regarding the company's compliance with conditions for issuing shares to specific targets was approved, with the related shareholder, Liling Zhiyu Industrial Investment Co., Ltd., abstaining from voting due to holding 114,000,000 shares [8][9]. - The proposal for the 2025 annual issuance of shares to specific targets was also approved, with the same abstention from the related shareholder [10]. - The proposal for the issuance of A-shares to specific targets was approved, with the related shareholder abstaining from voting [11]. - The proposal for the establishment of a special account for raised funds and authorization for signing the fund supervision agreement was approved, with the related shareholder abstaining from voting [12]. - The proposal for the report on the use of previously raised funds was approved, with the related shareholder abstaining from voting [12]. Legal Opinions - The legal opinion from Hunan Qiyuan Law Firm confirmed that the meeting's convening and procedures complied with the Company Law and the company's articles of association, and the voting results were valid [14]. Board Meeting Overview - The 19th meeting of the fifth board of directors was held on July 31, 2025, with all nine directors present, and the meeting complied with legal and procedural requirements [25]. - The board approved the revised proposal for the 2025 annual issuance of A-shares to specific targets, which had previously been approved by the independent directors [27]. - The board also approved the revised feasibility analysis report for the use of raised funds from the 2025 annual issuance of A-shares [30]. Daily Related Transactions - The board approved the addition of daily related transactions with Jiangxi Jinhui Pigment Co., Ltd. and Hunan Kehui Ceramic Mould Co., Ltd., with an estimated total amount not exceeding 35 million yuan for 2025 [21][43]. - The related transactions are necessary for the company's supply chain integration and are expected to enhance operational efficiency [53].
思瑞浦: 思瑞浦微电子科技(苏州)股份有限公司发行可转换公司债券及支付现金购买资产并募集配套资金向特定对象发行股票发行情况报告书
Zheng Quan Zhi Xing· 2025-07-31 16:38
思瑞浦微电子科技(苏州)股份有限公司 独立财务顾问(主承销商) 上市公司全体董事声明 发行可转换公司债券及支付现金购买资产 并募集配套资金向特定对象发行股票 本公司及全体董事承诺本发行情况报告书不存在虚假记载、误导性陈述或者 重大遗漏,并对所提供信息的真实性、准确性、完整性承担相应的法律责任。 全体董事签字: | ZHIXU | ZHOU | FENG | YING | 吴建刚 | | --- | --- | --- | --- | --- | | 王 | 林 | 章晨健 | | 张明权 | | 潘 | 飞 | 黄 | 生 | 朱光伟 | | | | | | 思瑞浦微电子科技(苏州)股份有限公司 | 年 月 日 上市公司全体监事声明 (深圳市前海深港合作区南山街道桂湾五路 128 号前海深港基金小镇 B7 栋 401) 二〇二五年七月 发行情况报告书 本公司及全体监事承诺本发行情况报告书不存在虚假记载、误导性陈述或者 重大遗漏,并对所提供信息的真实性、准确性、完整性承担相应的法律责任。 全体监事签字: 何德军 类先盛 胡颖平 思瑞浦微电子科技(苏州)股份有限公司 年 月 日 上市公司全体高级管理人员声明 本公 ...