| 安通控股股份有限公司2025 | 年半年度报告摘要 | | | | --- | --- | --- | --- | | 公司代码：600179 | 公司简称：安通控股 | | | | 安通控股股份有限公司 | | | | | 安通控股股份有限公司2025 | 年半年度报告摘要 | | | | 第一节 | 重要提示 | | | | 展规划，投资者应当到 | http://www.sse.com.cn/网站仔细阅读半年度报告全文。 | | | | 在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 | | | | | 公司本报告期内无半年度利润分配预案或公积金转增股本预案。 | | | | | 第二节 | 公司基本情况 | | | | 公司股票简况 | | | | | 股票种类 | 股票上市交易所 股票简称 | 股票代码 | 变更前股票简 | | 称 | | | | | A股 上海证券交易所 | 安通控股 600179 | *ST安通 | | | 联系人和联系方式 | 董事会秘书 | 证券事务代表 | | | 姓名 | 荣兴 黄志军 | | | | 电话 | 0595-28092211 0595- ...

Group 1 - The company plans to acquire 100% equity of Nanjing Huangpu Hotel Co., Ltd. from Nanjing Tourism Group through a combination of issuing shares and cash payment, along with raising supporting funds [1][2] - On April 2, 2025, the company received an inquiry letter from the Shanghai Stock Exchange regarding the asset acquisition and fundraising application [1] - The company disclosed its response to the inquiry letter and a revised draft of the asset acquisition report on July 29, 2025 [1] Group 2 - The company made further revisions and enhancements to the response and report based on additional review comments from the Shanghai Stock Exchange, with details disclosed on August 16, 2025 [2] - The main revisions compared to the report disclosed on July 29, 2025, were highlighted in the announcement [2]

Core Viewpoint - The company has announced the implementation of its 2024 annual profit distribution plan, which includes a cash dividend of 2.30 RMB per 10 shares, totaling approximately 3.32 billion RMB for all shareholders [1][14]. Summary by Sections Profit Distribution Plan - The profit distribution plan approved by the shareholders' meeting on June 25, 2025, involves a cash distribution of 2.30 RMB per 10 shares, amounting to a total of 3,321,705,936.98 RMB based on a total share capital of 14,442,199,726 shares [1][14]. - The distribution will not include capital reserve transfers or stock dividends, with any remaining undistributed profits reserved for future allocation [1]. Implementation Details - The equity registration date for the distribution is set for August 21, 2025, and the ex-dividend date is August 22, 2025 [4][5]. - The cash dividends will be directly credited to shareholders' accounts through their custodial securities companies [7]. Adjustments Due to Profit Distribution - Following the profit distribution, the share issuance price for the acquisition of assets will be adjusted from 5.68 RMB to 5.45 RMB per share, with the number of shares to be issued increasing from 1,439,952,995 to 1,500,721,631 shares [12][16]. - The adjustments are in accordance with the regulations set by the Shenzhen Stock Exchange and are based on the cash dividend distribution [15].

Overview - The core point of the announcement is the adjustment of the share issuance price and quantity for the acquisition of 100% equity in Chengdu Xinchao Media Group Co., Ltd. due to the implementation of the 2024 profit distribution plan [1][2]. Transaction Summary - The company plans to issue shares and pay cash to acquire 100% of the target company from 50 shareholders, including Chongqing JD Haijia E-commerce Co., Ltd., Zhang Jixue, and Baidu Online Network Technology (Beijing) Co., Ltd. [1] - The initial share issuance price was set at 5.68 yuan per share, which has been adjusted to 5.45 yuan per share following the profit distribution [2][4]. - The number of shares to be issued has increased from 1,439,952,995 shares to 1,500,721,631 shares due to the adjustment in the share price [1][5]. Profit Distribution Plan - The company approved a profit distribution plan on June 25, 2025, which includes a cash dividend of 2.30 yuan per 10 shares (tax included) [2][3]. - The record date for the distribution is August 21, 2025, and the ex-dividend date is August 22, 2025 [3]. Price and Quantity Adjustment Details - The adjustment formula for the share issuance price is based on various factors, including cash dividends and stock distributions [3]. - After the profit distribution, the adjusted share issuance price is calculated as 5.68 yuan minus 0.23 yuan (cash dividend), resulting in 5.45 yuan per share [4]. - The final number of shares issued will be determined based on the adjusted price and will require approval from the company's shareholders and regulatory bodies [5].

Group 1 - The company plans to acquire 70% equity of Hengsuo Huawai Electronics Co., Ltd. through issuing shares, convertible bonds, and cash payment, along with raising supporting funds [1] - The company received a notice from the Shanghai Stock Exchange on April 16, 2025, regarding the acceptance of its application for issuing shares to purchase assets and raise supporting funds [2] - The report has undergone several revisions, with the latest being the "Draft Report (Pre-Meeting Version)" which includes updates on the transaction counterparties and financial data [3] Group 2 - The report includes updated information on the paid-in capital of the transaction counterparties and the revenue and net profit estimates for the first nine months of 2025 [3] - The company has completed the necessary approval procedures for the transaction as indicated in the updated report [3]

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。 安徽安孚电池科技股份有限公司（以下简称"公司"）拟以发行股份及支付 现金的方式购买宁波九格众蓝股权投资合伙企业（有限合伙）、袁莉、华芳集团 有限公司、张萍、钱树良和安徽金通新能源汽车二期基金合伙企业（有限合伙） 持有的安徽安孚能源科技有限公司 31.00%的股权，同时，公司拟向不超过 35 名 特定对象发行股份募集配套资金（以下简称"本次交易"）。 公司于 2025 年 8 月 15 日收到中国证券监督管理委员会出具的《关于同意安 徽安孚电池科技股份有限公司发行股份购买资产并募集配套资金注册的批复》 （证监许可〔2025〕1709 号） （以下简称"中国证监会批复"）。中国证监会批复 证券代码：603031 证券简称：安孚科技 公告编号：2025-059 安徽安孚电池科技股份有限公司 关于发行股份及支付现金购买资产并募集配套资金 暨关联交易事项获得中国证券监督管理委员会 同意注册批复的公告 三、你公司本次发行股份购买资产并募集配套资金应当严格按照报送上海证 券交易所的有关申请文件 ...

Overview of the Transaction - The company plans to issue shares and pay cash to acquire 100% of Beijing Dongjin Aviation Technology Co., Ltd. from 21 transaction parties, including Zhang Ning, and will issue shares to no more than 35 specific investors to raise supporting funds [2][3] - This transaction is not expected to constitute a major asset restructuring, related party transaction, or restructuring listing [2] Historical Disclosure - The company disclosed the plan for the transaction on July 15, 2025, and provided details on risk factors and required procedures [1][2] - The company’s stock was suspended from trading during the disclosure period, with updates provided on July 8, 2025 [3] Progress of the Transaction - As of the date of the announcement, the relevant audit, evaluation, and legal due diligence work for the transaction have not been completed, and all parties are actively advancing the related work [3] - The company will hold another board meeting to review the transaction once the relevant work is completed [3]

Core Viewpoint - The stock of Quzhou Development (600208.SH) has experienced a significant increase, with a cumulative rise of 33.01% over three consecutive trading days, prompting the company to issue an announcement regarding abnormal trading fluctuations [1][2][3]. Stock Performance - On August 13, the stock closed at 4.53 yuan, with a rise of 9.95% - On August 14, it closed at 4.98 yuan, with a rise of 9.93% - On August 15, it reached 5.48 yuan, with a rise of 10.04% [1] - The stock's price before the trading halt on July 29 was 4.12 yuan [1]. Company Operations - The company's board confirmed that its production and operational status remains normal, with no significant changes [1][2]. - There are no major asset restructuring, share issuance, or other significant transactions reported that could impact the stock price [1][2][3]. Shareholder Actions - Quzhou Development's major shareholder, New Lake Group, has terminated its share reduction plan, having reduced its holdings by 42,324,700 shares, which is 0.497% of the total shares [5][6]. - New Lake Group's current holdings stand at 526,444,920 shares, representing 6.19% of the total shares [6]. Financial Projections - The company anticipates a net profit of 21 million yuan for the first half of 2025, a decrease of 132.468 million yuan or 86% compared to the same period last year [4][10]. - The projected net profit after excluding non-recurring gains and losses is expected to be 59 million yuan, down 181.639 million yuan or 75% year-on-year [10]. Asset Acquisition - Quzhou Development plans to acquire 95.4559% of the shares of a target company, Lead Electric Science and Technology, through a share issuance and fundraising [6][7]. - The estimated value of the target company's 100% equity is not to exceed 12 billion yuan [8]. - The fundraising amount is expected to be no more than 3 billion yuan, intended for working capital, debt repayment, and transaction-related expenses [7][8].

Core Viewpoint - The company is progressing with a share issuance to acquire a majority stake in Rongsheng Mengguli New Energy Technology Co., Ltd. and is also raising matching funds through a private placement of shares [2][3][4]. Group 1: Transaction Overview - The company plans to acquire 68.39% of the target company from Rongsheng Holdings and smaller stakes from other investors, totaling a significant portion of the target's registered capital [3]. - The transaction is classified as a related party transaction and does not constitute a major asset restructuring or a reverse listing [4]. Group 2: Historical Disclosure - The company suspended its stock trading on May 26, 2023, due to the uncertainty surrounding the transaction and subsequently disclosed the progress of the transaction on various dates [5][6]. - The company received an inquiry letter from the Shenzhen Stock Exchange on June 9, 2023, and responded to the inquiries as required [7]. Group 3: Progress Updates - As of the announcement date, the company has not identified any factors that would lead to the withdrawal or significant alteration of the transaction plan [9]. - The company will continue to disclose updates on the transaction every thirty days until the shareholder meeting notice is issued [10].

Group 1 - The company plans to acquire 100% equity of Dongguan Honglian Electronics Co., Ltd. through a combination of issuing shares and cash payment to 19 counterparties, including Chen Wang [1] - The transaction price is based on an asset appraisal report from a qualified securities appraisal agency, considering profit distribution after the appraisal reference date [1] - The total consideration paid by the company does not exceed the assessed value of the 100% equity of the target company, ensuring no harm to the company's and shareholders' legal rights [1] Group 2 - The board of directors has reviewed the relevant proposals for this transaction, confirming the independence of the appraisal agency and the reasonableness of the asset pricing principles [1] - The differentiated pricing is a result of negotiations among the counterparties, reflecting adjustments of interests among them [1]