Meeting Overview - The company will hold a shareholder meeting on September 4, 2025, to discuss a major asset restructuring plan [1][2] - The meeting will include both on-site and online voting options for shareholders [1][6] Shareholder Rights - All ordinary shareholders registered by August 28, 2025, have the right to attend the meeting and can appoint proxies to vote on their behalf [2][5] - The meeting will also be attended by the company's directors, supervisors, senior management, and appointed lawyers [2] Agenda Items - The agenda includes several proposals related to the major asset restructuring, which require a two-thirds majority approval from attending shareholders [4][10] - Specific proposals include compliance with legal regulations, asset purchase plans, and evaluations of the restructuring process [4][10] Voting Procedures - Shareholders can vote either in person or through the Shenzhen Stock Exchange's online voting system [1][6] - Detailed voting procedures and requirements for registration are provided, including necessary documentation for both individual and corporate shareholders [5][6] Documentation and Transparency - The company will disclose the voting results separately for minority investors, ensuring transparency in the decision-making process [5] - Relevant documents and reports related to the restructuring will be made available for shareholders to review [4][10]

(本文来自第一财经) 通业科技公告，公司拟以现金方式购买北京思凌科半导体技术有限公司100%的股权，预计构成重大资 产重组。本次交易尚处于筹划阶段，交易方案和条款仍需进一步论证和协商，存在不确定性。 ...

Core Viewpoint - Tongye Technology (300960.SZ) plans to acquire 100% equity of Beijing Silin Semiconductor Technology Co., Ltd. in cash, which is expected to constitute a major asset restructuring. The transaction is still in the planning stage, and the terms and conditions require further verification and negotiation, indicating uncertainty [1] Group 1 - The main business of Silin Semiconductor is grid communication chips and modules [1] - The company aims to leverage its advantages in the rail transit market to apply high-speed power line communication chip technology in rail transit grid systems, significantly expanding its market [1]

Core Viewpoint - Tongye Technology (300960.SZ) plans to acquire 100% equity of Beijing Silin Semiconductor Technology Co., Ltd. in cash, which is expected to constitute a significant asset restructuring. The transaction is still in the planning stage, and the terms and conditions require further verification and negotiation, indicating uncertainty [1]. Group 1 - The main business of Silin Semiconductor is grid communication chips and modules [1]. - The company can leverage its advantages in the rail transit market to apply high-speed power line communication chip technology in rail transit grid systems, significantly expanding its market [1].

Group 1 - The company's stock price experienced significant fluctuations, with a cumulative increase of over 12% in three consecutive trading days from August 13 to August 15, 2025, triggering abnormal trading standards as per the Shanghai Stock Exchange regulations [1] - On August 18, 2025, the company's stock closed at the daily limit price again, indicating continued volatility in the stock price [1] Group 2 - The company plans to sell a 51% stake in Tangxian Huiyin Wood Industry Co., Ltd. to its controlling shareholder, Zhou Dafu Investment Co., Ltd., or its designated affiliates, which is still in the planning stage and subject to further discussions and necessary approvals [2] - The sale of Huiyin Wood, which accounted for 87.02% of the company's audited revenue in 2024, may lead to a significant decline in the company's main business scale and could trigger delisting risk warnings if revenue falls below 300 million yuan and net profit is negative [2] Group 3 - The company's subsidiary, Huiyin Wood, is involved in 12 legal cases with a total amount of approximately 95.15 million yuan, which represents 100.05% of the company's latest audited net assets attributable to shareholders [3] - The main production assets of Huiyin Wood have been subjected to property preservation measures by the courts, leading to the suspension of its two production lines for fiberboard and particleboard, with no estimated time for resumption of operations [3] Group 4 - Huiyin Wood reported a loss of approximately 19 million yuan in inventory due to mismanagement by a former controlling shareholder, which may result in a loss of about 9.69 million yuan attributable to the listed company [4] - The company has initiated legal proceedings against the former shareholder for the recovery of the lost inventory and funds [4] Group 5 - The company anticipates a significant decline in its half-year performance for 2025, projecting a net loss attributable to shareholders of between 130 million yuan and 105 million yuan, with a net loss excluding non-recurring gains and losses between 100.3 million yuan and 68.7 million yuan [5] Group 6 - The company has been under other risk warnings since April 30, 2025, due to negative net profits for three consecutive fiscal years, raising concerns about its ability to continue as a going concern [6]

Core Viewpoint - Tongye Technology plans to acquire 100% equity of Beijing Silin Semiconductor Technology Co., Ltd. for cash, which will make Silin a wholly-owned subsidiary if the transaction is successful [1][3]. Group 1: Acquisition Details - On August 18, Tongye Technology signed a "Share Acquisition Intent Agreement" with Silin and its shareholders [3]. - The acquisition is aimed at enhancing overall layout, expanding scale, and improving operational performance, with funding sourced from self-owned and raised funds [3]. - As of the signing date, the audit and asset evaluation of Silin have not been completed, and the transaction price is yet to be determined, with a preliminary valuation not exceeding 670 million yuan [3][4]. Group 2: Financial Performance and Commitments - Silin's projected revenues for 2023 and 2024 are 290 million yuan and 310 million yuan, respectively, with net profits of 29.5 million yuan and 30.89 million yuan [4]. - The parties involved have committed to a performance guarantee, ensuring that Silin achieves a cumulative net profit of no less than 160 million yuan from 2026 to 2028 [4]. Group 3: Share Transfer Agreement - In addition to the cash acquisition, Silin's shareholders will acquire a portion of Tongye Technology's shares, with a total of 14.444 million shares (10% of total equity) being transferred [5][6]. - After the transfer, the shareholders of Silin are expected to hold 10% of Tongye Technology [5]. Group 4: Strategic Implications - Silin specializes in power grid communication chips and modules, primarily serving large state-owned enterprises like the State Grid, indicating strong growth potential [6]. - Tongye Technology aims to leverage its advantages in the rail transit market to apply high-speed power line communication chip technology in rail transit power grid systems, significantly expanding its market [6]. - The acquisition is expected to enhance Tongye's technological edge in smart network control systems, thereby improving product competitiveness and establishing new growth drivers for the company's business development [6].

证券代码：605008 证券简称：长鸿高科 公告编号：2025-048 宁波长鸿高分子科技股份有限公司 关于发行股份、可转换公司债券及支付现金购买资产并募集 配套资金暨关联交易事项的进展公告 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。 一、本次交易的基本情况 宁波长鸿高分子科技股份有限公司（以下简称"公司"）拟通过发行股份、 可转换公司债券及支付现金的方式购买广西长科新材料有限公司 100%股权并向 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"）。根 据《上市公司重大资产重组管理办法》《上海证券交易所股票上市规则》等相关 规定，经初步测算，本次交易预计构成重大资产重组且构成关联交易；本次交易 不会导致公司控股股东及实际控制人发生变更，不构成重组上市。 二、本次交易进展情况 划重大资产重组的停牌公告》（公告编号：2025-037）。经向上海证券交易所申 请，公司股票于 2025 年 7 月 8 日开市起停牌。停牌期间，公司按照相关规定披 露了《宁波长鸿高分子科技股份有限公司关于筹划重大资产重组的停牌进 ...

Group 1 - The company, Tongye Technology, plans to acquire 100% equity of Beijing Siling Semiconductor Technology Co., Ltd. for a cash consideration not exceeding 670 million yuan [1] - The acquisition is expected to constitute a major asset restructuring as per the regulations of the listed company [1] - The transaction will not involve the issuance of shares by Tongye Technology and will not lead to changes in the controlling shareholder or actual controller [1] Group 2 - The controlling shareholders of Tongye Technology, Xie Wei and Xu Jianying, along with Tianjin Yingwei Venture Capital, will transfer a total of 10% of the company's shares to Huang Qiang and his controlled entity [2] - The share transfer agreement will take effect upon the signing of the formal equity acquisition agreement with the relevant shareholders of Siling Technology [2] - Following the completion of the transaction, Huang Qiang and his entity are expected to hold 10% of the company's shares, constituting a related party transaction [2] Group 3 - Siling Technology specializes in power grid communication chips and modules, primarily serving large state-owned enterprises like the State Grid [3] - The acquisition is expected to leverage Tongye Technology's advantages in the rail transit market, applying high-speed power line communication chip technology to rail transit power grid systems [3] - This integration is anticipated to enhance the company's technological edge in smart network control systems, thereby improving product competitiveness [3]

Group 1 - The company Tongye Technology (300960) announced on August 18 that it plans to acquire 100% equity of Beijing Silin Semiconductor Technology Co., Ltd. in cash, which may constitute a significant asset restructuring [1] - The controlling shareholders and actual controllers of the company, Xie Wei and Xu Jianying, along with their concerted party Tianjin Nvidia Venture Capital Partnership, signed a share transfer agreement with Silin's shareholder Huang Qiang, agreeing to transfer a total of 10% of the company's shares at a price of 27.12 yuan per share, totaling 392 million yuan [1] - Silin Semiconductor specializes in power grid communication chips and modules, and the company aims to leverage its advantages in the rail transit market to apply high-speed power line carrier communication chip technology in rail transit power grid systems, significantly expanding its market [1]

Core Viewpoint - The company plans to acquire 100% equity of Guangxi Changke New Materials Co., Ltd. through a combination of issuing shares, convertible bonds, and cash payments, indicating a significant asset restructuring and related party transaction [1] Group 1: Transaction Details - The transaction is expected to constitute a major asset restructuring and related party transaction, but will not lead to a change in the company's controlling shareholder or actual controller, nor will it constitute a reverse listing [1] - The company's stock will be suspended from trading on July 8, 2025, and a board meeting will be held on July 17 to review the relevant proposals [1] - As of the announcement date, the company and related parties are actively advancing due diligence, auditing, and evaluation related to the transaction [1] Group 2: Funding and Investor Engagement - The company plans to issue shares to no more than 35 specific investors to raise matching funds for the acquisition [1] - The company will fulfill its information disclosure obligations in a timely manner based on the progress of the transaction [1]