向特定对象发行股票
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水发燃气: 水发派思燃气股份有限公司2025年第一次临时股东大会材料
Zheng Quan Zhi Xing· 2025-06-27 16:17
Summary of Key Points Core Viewpoint The company, Shuifa Paisi Gas Co., Ltd., is preparing for its first extraordinary general meeting of shareholders in 2025, focusing on the adjustment of its stock issuance plan for 2023, which involves issuing shares to specific investors, primarily its controlling shareholder, Shuifa Group. This move aims to alleviate the company's debt pressure and enhance its capital strength. Group 1: Meeting Procedures and Regulations - The meeting will maintain order and efficiency, with only authorized personnel allowed to attend [1][2][3] - Shareholders have the right to speak, inquire, and vote during the meeting, with a registration process for those wishing to speak [2][3] - Voting will be conducted through a named ballot system, with each share representing one vote [3][4] Group 2: Stock Issuance Plan Adjustments - The adjusted issuance price is set at 5.29 yuan per share, which is not less than 80% of the average trading price over the previous 20 trading days [10][17] - The number of shares to be issued is capped at 94,517,958 shares, not exceeding 30% of the total share capital before issuance [24][26] - The issuance will be conducted by the controlling shareholder, Shuifa Group, which will subscribe to the shares in cash [23][26] Group 3: Financial Context and Objectives - The company aims to use the funds raised from the stock issuance to repay interest-bearing debts, thereby reducing operational risks and enhancing its debt repayment capacity [23][24] - The company has faced high debt levels, with interest expenses reported at 10,068.26 million yuan, 9,047.47 million yuan, and 8,680.20 million yuan for the years 2022, 2023, and 2024 respectively [21][23] - The issuance is expected to improve the company's capital structure and operational efficiency, contributing to long-term sustainable development [23][24] Group 4: Regulatory Compliance and Approval - The stock issuance plan has undergone necessary approvals from the board and requires further approval from the shareholders' meeting and regulatory bodies [29][30] - The controlling shareholder's commitment to the stock subscription reflects confidence in the company's future development [23][24]
耀皮玻璃: 耀皮玻璃董事会审计委员会关于公司2025年度向特定对象发行A股股票相关事项的书面审核意见
Zheng Quan Zhi Xing· 2025-06-27 16:16
Core Viewpoint - The company plans to issue A-shares to specific targets in 2025, and the audit committee has reviewed and approved the proposal, confirming compliance with relevant laws and regulations [1][2][5] Group 1: Issuance Approval - The audit committee believes the company meets the qualifications and conditions for issuing A-shares to specific targets, in accordance with the Company Law and Securities Law [2][3] - The analysis report regarding the issuance does not harm the interests of the company and all shareholders, especially minority shareholders [2][3] Group 2: Fund Utilization Feasibility - The proposed use of funds raised from the issuance aligns with national policies and the company's long-term development strategy, enhancing its competitive capabilities [3][4] - The company has not raised funds through other means in the past five accounting years, thus no prior fund usage report is required [3] Group 3: Shareholder Return Measures - The company has conducted a thorough analysis of the potential dilution of immediate returns for shareholders and proposed specific measures to mitigate this impact [4] - The shareholder return plan for 2025-2027 complies with regulatory guidelines and aims to enhance profit distribution transparency and protect minority shareholders' rights [4]
圣达生物: 浙江圣达生物药业股份有限公司向特定对象发行A股股票上市公告书
Zheng Quan Zhi Xing· 2025-06-27 16:14
Group 1 - The core point of the announcement is that Zhejiang Shengda Bio-Pharm Co., Ltd. is issuing A-shares to specific investors, with a total of 17,840,666 shares at a price of 15 yuan per share, raising a total of approximately 267.61 million yuan [1][16][18] - The shares will be listed on the Shanghai Stock Exchange after a lock-up period of six months following the issuance [1][21] - The company is a leading supplier of biotin and folic acid, focusing on the research, production, and sales of vitamins, biological preservatives, food additives, and feed additives [9][18] Group 2 - The issuance process included several board meetings and approvals from the shareholders, with the final approval from the China Securities Regulatory Commission (CSRC) received on January 24, 2025 [10][11][19] - The issuance is targeted at specific institutional investors, including private equity funds and asset management companies, ensuring compliance with regulatory requirements [12][31] - The funds raised will be deposited into a dedicated account, and the company has established a three-party supervision agreement to ensure the proper use of the funds [20][21]
芯原股份: 芯原微电子(上海)股份有限公司2023年度向特定对象发行A股股票发行情况报告书
Zheng Quan Zhi Xing· 2025-06-26 16:40
股票代码:688521 股票简称:芯原股份 芯原微电子(上海)股份有限公司 VeriSilicon Microelectronics (Shanghai) Co., Ltd. (中国(上海)自由贸易试验区春晓路 289 号张江大厦 20A) 况报告书 保荐人(主承销商) 中国(上海)自由贸易试验区商城路 618 号 联席主承销商 广东省深圳市福田区中心三路 8 号卓越时代广场(二期)北座 二〇二五年六月 发行人全体董事、监事、高级管理人员声明 本公司全体董事、监事及高级管理人员承诺本发行情况报告书不存在虚假 记载、误导性陈述或重大遗漏,并对其真实性、准确性、完整性承担相应的法 律责任。 全体董事签字: __________________ __________________ __________________ Wayne Wei-Ming Dai Wei-Jin Dai 施文茜 (戴伟民) (戴伟进) __________________ __________________ __________________ 孙国栋 陈晓飞 陈 洪 __________________ _______________ ...
北新路桥: 中信建投证券股份有限公司关于新疆北新路桥集团股份有限公司向特定对象发行股票之上市保荐书
Zheng Quan Zhi Xing· 2025-06-26 16:39
Core Viewpoint - The company, Xinjiang Beixin Road and Bridge Group Co., Ltd., is issuing shares to specific investors to raise funds for infrastructure projects, particularly in the public transportation sector, amidst a challenging financial landscape marked by recent losses and high debt levels [1][2]. Group 1: Company Overview - Company Name: Xinjiang Beixin Road and Bridge Group Co., Ltd. [2] - Established: August 7, 2001 [2] - Listed on: Shenzhen Stock Exchange since November 11, 2009 [2] - Registered Capital: 1,268,291,582 RMB [2] - Main Business: Engaged in the construction of public transportation infrastructure, including highway, bridge, tunnel, and municipal traffic engineering [3][5]. Group 2: Financial Performance - Total Assets as of December 31, 2024: 5,639,262.35 million RMB [5] - Total Liabilities as of December 31, 2024: 5,120,226.98 million RMB [5] - Net Profit for 2024: -46,413.49 million RMB, indicating a significant loss compared to previous years [5][11]. - Revenue for 2024: 1,021,514.50 million RMB, a decrease from 1,165,806.87 million RMB in 2022 [5][11]. Group 3: Business Risks - High debt levels with interest-bearing debt increasing to 3,567,256.82 million RMB by the end of 2024, leading to a debt-to-asset ratio of 90.80% [8][11]. - The company faces risks related to the impairment of highway operating rights, which accounted for 367.83 billion RMB or 65.23% of total assets as of the end of 2024 [9]. - The construction of highways and related projects is capital-intensive, with significant upfront investments required, increasing financial pressure [12]. Group 4: Future Outlook - Upcoming projects, such as the Suzhou to Guizhou Highway expected to open in early 2026, may improve revenue but are subject to economic conditions and market demand [7]. - The company is transitioning from traditional construction to a full-service model, including BOT and PPP projects, which may enhance profitability if managed effectively [12].
西宁特钢: 西宁特殊钢股份有限公司监事会关于2025年度向特定对象发行A股股票相关事项的书面审核意见
Zheng Quan Zhi Xing· 2025-06-26 16:29
和发展需求,符合相关法律法规以及未来公司的整体战略发展规划,具备必要性 和可行性,符合公司的长远发展目标和股东利益,不存在损害公司及全体股东特 别是中小股东利益的情形。 公司最近五个会计年度不存在通过配股、增发、发行可转换公司债券等方式募集 资金的情况,公司前次募集资金到账时间至今已超过五个会计年度,根据有关规 定,公司本次发行无需编制前次募集资金使用情况报告,亦无需聘请会计师事务 所出具前次募集资金使用情况鉴证报告。 体的填补回报措施,公司实际控制人、控股股东、董事、高级管理人员对公司填 补回报措施能够得到切实履行作出了承诺,有利于保障投资者合法权益,符合公 司和全体股东利益,不存在损害公司及全体股东特别是中小股东利益的情形。 西宁特殊钢股份有限公司监事会 关于 2025 年度向特定对象发行 A 股股票相关事项的 书面审核意见 西宁特殊钢股份有限公司(以下简称"公司")拟向特定对象发行 A 股股 票(以下简称"本次发行")。根据《中华人民共和国公司法》(以下简称"《公 司法》")《中华人民共和国证券法》(以下简称"《证券法》")《上市公司 证券发行注册管理办法》(以下简称"《注册管理办法》")等有关法律、行 ...
双环科技:向特定对象发行股票申请获同意
news flash· 2025-06-26 08:50
Core Viewpoint - The company has received approval from the China Securities Regulatory Commission (CSRC) for the issuance of stocks to specific targets, indicating a strategic move to raise capital for future growth [1] Group 1 - The approval document states that the company is allowed to issue stocks according to the application submitted to the Shenzhen Stock Exchange [1] - The approval is valid for 12 months from the date of registration consent [1]
中达安: 第五届监事会第四次会议决议公告
Zheng Quan Zhi Xing· 2025-06-25 20:05
Core Viewpoint - The company has approved a plan to issue A-shares to specific investors, which requires further approval from the shareholders' meeting [1][2][4]. Group 1: Supervisory Board Meeting - The supervisory board meeting was held with all three members present, and no objections were raised against the proposals [1]. - The board confirmed that the company meets the qualifications for issuing shares to specific investors [1][2]. Group 2: Issuance Details - The shares will be ordinary A-shares with a par value of RMB 1.00 each, and the issuance price is set at RMB 8.70 per share [2]. - The maximum number of shares to be issued is 42,040,200, which does not exceed 30% of the total shares before the issuance [3][4]. - The total amount to be raised from this issuance will not exceed RMB 365.75 million, which will be used for working capital and debt repayment [4]. Group 3: Lock-up Period and Transfer Restrictions - Shares acquired by the specific investor, Xiamen Jianxi, will be subject to an 18-month lock-up period post-issuance [4][5]. - Any changes in the number of shares due to stock dividends or capital increases will also affect the issuance quantity [3][4]. Group 4: Financial Impact and Measures - The issuance may dilute the earnings per share, and the company has committed to measures to mitigate the impact on immediate returns for existing shareholders [8]. - The company will establish a special account for the management and use of the raised funds [11]. Group 5: Related Party Transactions - The issuance constitutes a related party transaction as Xiamen Jianxi is considered a related party due to its shareholding [9]. Group 6: Future Plans - The company has outlined a three-year shareholder return plan for 2025-2027 to enhance profit distribution transparency [10].
瑞玛精密: 国金证券股份有限公司关于公司向特定对象发行股票之上市保荐书(注册稿)
Zheng Quan Zhi Xing· 2025-06-25 20:05
Group 1 - The core point of the document is that Suzhou Cheersson Precision Industry Group Co., Ltd. is issuing shares to specific investors, with the aim of raising funds for various projects, including the production of automotive air suspension systems and seat systems [1][26][19] - The company was established on March 22, 2012, and became a joint-stock company on November 20, 2017 [3] - The main business of the company includes the research, development, manufacturing, and sales of precision metal components, automotive electronics, communication equipment, and molds, primarily serving the automotive and communication industries [4][5] Group 2 - The company’s total assets as of the end of 2024 are reported at 236,662.37 million RMB, with total liabilities of 144,703.22 million RMB, resulting in total equity of 91,959.15 million RMB [7] - The company’s revenue for 2024 is projected to be 177,433.74 million RMB, with a net profit of -1,898.64 million RMB, indicating a significant decline compared to previous years [8] - The company’s cash flow from operating activities for 2024 is reported as -6,935.92 million RMB, highlighting potential liquidity issues [9] Group 3 - The company plans to raise up to 63,202.65 million RMB through this issuance, which will be allocated to various projects, including the automotive air suspension system and seat system production [30][19] - The issuance will involve up to 35 specific investors, including qualified institutional investors and other eligible entities [26][27] - The company’s stock is listed on the Shenzhen Stock Exchange under the code 002976 [5]
超讯通信: 超讯通信:关于提请股东大会延长授权董事会及其授权人士全权办理2023年度向特定对象发行股票具体事宜有效期的公告
Zheng Quan Zhi Xing· 2025-06-25 16:47
Core Viewpoint - The company is seeking to extend the authorization for the board of directors and its authorized personnel to fully manage the issuance of shares to specific targets, with the new authorization period set to last until 12 months after the second extraordinary general meeting of shareholders in 2025 [1][5]. Group 1 - The company held meetings on June 26 and July 12, 2023, to discuss the issuance of shares to specific targets, with the initial authorization valid for 12 months from the date of approval at the first extraordinary general meeting of shareholders in 2023 [1]. - On June 24, 2024, the company’s board of directors approved a proposal to extend the authorization for the issuance of shares, which will now expire on July 11, 2025 [1][2]. - The board of directors is requesting the shareholders' meeting to authorize them to handle all matters related to the issuance, including but not limited to the timing, quantity, price, and use of raised funds [2][3]. Group 2 - The authorization allows for adjustments to the issuance plan based on changes in policies, feedback, or regulatory requirements, excluding matters that require a new vote from the shareholders' meeting [3][4]. - The company will manage all related documentation and agreements, including underwriting and service agreements, and will handle necessary approvals and registrations with relevant authorities [4]. - The board aims to ensure the smooth progression of the share issuance process, with the authorization period extended to 12 months following the second extraordinary general meeting of shareholders in 2025 [5].