向特定对象发行股票
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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].
华业香料: 第五届监事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-06-24 19:19
Core Viewpoint - Anhui Huaye Spice Co., Ltd. has approved a plan to issue shares to specific investors through a simplified procedure, aiming to raise funds not exceeding 113 million yuan, which aligns with regulatory requirements and the company's strategic goals [2][7][10]. Group 1: Meeting and Approval - The supervisory board meeting was held on June 19, 2025, with all five supervisors present, and the meeting was deemed legal and effective [1]. - The supervisory board unanimously approved the proposal for the company to issue shares to specific investors, confirming compliance with relevant laws and regulations [2][3]. Group 2: Issuance Details - The type of shares to be issued is ordinary shares (A-shares) with a par value of 1.00 yuan per share [2]. - The issuance will occur within ten working days after the China Securities Regulatory Commission (CSRC) grants registration [2]. - The target investors include up to 35 specific investors, such as securities investment funds, securities companies, and qualified foreign institutional investors [2][3]. Group 3: Pricing and Quantity - The pricing benchmark date is set for the first day of the issuance period, with the issuance price not lower than 80% of the average trading price over the previous 20 trading days [4]. - The total number of shares issued will not exceed 30% of the company's total shares prior to the issuance, with the total fundraising amount capped at 300 million yuan [5][6]. Group 4: Fund Utilization - The funds raised will be used for a project to produce 3,230 tons of spices, with an investment total of 140.63 million yuan, of which 113 million yuan will come from the issuance [6]. - If the actual net amount raised is less than the planned investment, the company will cover the shortfall with self-raised funds [6]. Group 5: Regulatory Compliance and Future Steps - The issuance plan must be approved by the Shenzhen Stock Exchange and registered with the CSRC before implementation [10]. - The resolution for the issuance is valid until the 2025 annual general meeting [10].
华业香料: 安徽华业香料股份有限公司关于以简易程序向特定对象发行股票摊薄即期回报及采取填补措施和相关主体承诺的公告
Zheng Quan Zhi Xing· 2025-06-24 19:18
Core Viewpoint - Anhui Huaye Fragrance Co., Ltd. plans to issue shares through a simplified procedure to specific targets, which may dilute immediate returns, and has proposed measures to compensate for this dilution [2][6][14]. Financial Impact Analysis - The company estimates that the total amount raised from this issuance will be 113 million yuan, with a maximum of 22.4394 million shares to be issued [3][4]. - The financial impact of the issuance on key indicators has been analyzed under three scenarios regarding net profit for 2025 compared to 2024: a 10% increase, no change, and a 10% decrease [4][5]. - Before the issuance, the total share capital is 74.798 million shares, which will increase to 97.2374 million shares post-issuance [4]. Scenarios for Financial Indicators - **Scenario 1**: If the net profit increases by 10%, the basic earnings per share (EPS) will rise from 0.30 yuan to 0.32 yuan [4]. - **Scenario 2**: If the net profit remains unchanged, the EPS will stay at 0.30 yuan [4]. - **Scenario 3**: If the net profit decreases by 10%, the EPS will drop to 0.27 yuan [4]. Necessity and Reasonableness of the Issuance - The fundraising project is closely aligned with the company's main business and complies with national industrial policies, aiming to enhance market competitiveness and achieve sustainable development [6][7]. - The new production capacity will help maintain the company's leading position in the fragrance industry [6][10]. Measures to Mitigate Dilution Impact - The company will implement strict management and usage protocols for the raised funds to ensure effective and safe utilization [11][12]. - The company plans to accelerate the construction of the fundraising projects to achieve expected benefits as soon as possible [12]. - A profit distribution system will be established to enhance investor return mechanisms, ensuring continuous and stable profit distribution [12][13]. Commitments from Key Stakeholders - The company's board and senior management have committed to ensuring the effectiveness of the measures to compensate for the dilution of immediate returns [13][14]. - The controlling shareholder has also made commitments to uphold the measures aimed at protecting shareholder interests [14].
长川科技: 关于2025年度向特定对象发行股票摊薄即期回报、填补措施及相关主体承诺的公告
Zheng Quan Zhi Xing· 2025-06-24 18:41
Core Viewpoint - The company plans to issue shares to specific investors, which may dilute immediate returns, and has outlined measures to compensate for this dilution while ensuring the protection of minority investors' rights [1][4]. Financial Impact Analysis - The company estimates that the total share capital will increase from 62,514.47 million shares to 81,379.28 million shares post-issuance, with a maximum of 188,648,115 shares to be issued [2][3]. - The total amount of funds raised is projected to be 313,203.05 million yuan [2]. - The company has provided three scenarios for net profit growth in 2025 compared to 2024: no growth, a 15% increase, and a 30% increase, affecting earnings per share and return on equity [3]. Use of Proceeds - The funds raised will be allocated to a semiconductor equipment R&D project and to supplement working capital, which aligns with the company's core business and long-term strategic goals [5][6]. - The semiconductor equipment R&D project aims to enhance product technology depth and support domestic demand, contributing to market share growth and improved financial performance [5]. Measures to Mitigate Dilution - The company has established a management framework for the use of raised funds, ensuring compliance with relevant laws and regulations to enhance fund utilization efficiency [6][7]. - A commitment to maintain shareholder rights and improve governance structures has been made, ensuring that the board acts in the best interests of all shareholders [7][8]. Commitments from Management - The board of directors and senior management have pledged to uphold their responsibilities and ensure the effective implementation of measures to mitigate the impact of share dilution on immediate returns [8][9]. - The controlling shareholders have also committed to maintaining the company's independence and not interfering with its management, ensuring that the interests of minority shareholders are protected [9].
三变科技: 三变科技股份有限公司关于2024年年度权益分派实施后调整向特定对象发行A股股票发行价格和募集资金总额的公告
Zheng Quan Zhi Xing· 2025-06-24 17:50
Core Points - The company has adjusted the issuance price for the specific target A-share stock offering from 6.24 CNY per share to 6.17 CNY per share after the annual equity distribution [1][2][3] - The total amount of funds to be raised from the issuance has been revised from a maximum of 200 million CNY to 197,756,409.94 CNY [3] Group 1: Issuance Price and Quantity Adjustment - The adjusted issuance price is calculated by deducting the cash dividend of 0.07 CNY per share from the previous price of 6.24 CNY per share [2] - The number of shares to be issued remains unchanged despite the adjustment in the issuance price [3] Group 2: Equity Distribution Implementation - As of December 31, 2024, the total share capital of the company is 262,080,000 shares, with a cash dividend of 0.70 CNY per 10 shares distributed, totaling 18,345,600 CNY [2] - The equity distribution record date is set for May 26, 2025, and the ex-dividend date is May 27, 2025 [2]
水发燃气: 关于2023年度向特定对象发行股票预案及相关文件修订说明的公告
Zheng Quan Zhi Xing· 2025-06-24 17:50
Core Viewpoint - The company has revised its plan for a private placement of shares for the year 2023, which includes updates on the issuance process, pricing, and the relationship with the controlling shareholder [1][2][3] Group 1: Issuance Plan Overview - The company’s board and supervisory board approved the proposal for a private placement of shares on August 8, 2023, and subsequent revisions were made to the plan [1][2] - The revisions include updates on the issuance process, the identity of the issuing party, pricing, and the number of shares to be issued [2][3] Group 2: Key Revisions - The updated plan reflects changes in the issuance process, including the approval procedures that have been completed [2][3] - The identity of the issuing party has been updated to include direct subscription by the controlling shareholder [2][3] - The pricing, pricing benchmark date, and the number of shares to be issued have also been revised [2][3] Group 3: Financial and Structural Implications - The necessity and feasibility of the fundraising have been analyzed, indicating confidence in the company's future development [3][4] - The impact of the issuance on the company’s business structure, shareholder structure, and management relationships has been updated [3][4] - The company has provided guarantees related to the controlling shareholder and its affiliates, ensuring no misuse of funds [3][4] Group 4: Documentation and Compliance - The company has revised the feasibility analysis report, the dilution of immediate returns, and the commitments of relevant parties in accordance with the updated plan [4] - The revised documents have been disclosed on the Shanghai Stock Exchange website for investor review [4][5]