关于与控股股东及相关方 签署《债权债务抵销协议》暨关联交易 的公告 证券代码：600831 证券简称：广电网络（维权） 编号：临2025-032号 陕西广电网络传媒（集团） 股份有限公司 ● 广电融媒体集团为本公司控股股东，根据《上海证券交易所股票上市规则》的规定，本次交易构成关 联交易，但不构成《上市公司重大资产重组管理办法》规定的重大资产重组。 ● 本次关联交易旨在妥善处理各方债权债务关系，有利于公司加快应收账款清收，维护公司利益。本次 债权债务的等额抵销，不涉及债务减免，预计将对公司当期损益产生积极影响。本次交易遵循公平、公 允交易原则，并按照相关规定履行审批程序，不存在损害公司及中小股东的利益情形，不会对影响公司 独立性产生影响。 ● 本次关联交易事项已经公司第九届董事会第三十二次会议审议通过，关联董事回避表决。根据相关法 律法规及《公司章程》的有关规定，本次交易无需提交公司股东会审议批准。 ● 本次关联交易过去12个月内，除日常关联交易外，公司与同一关联人未发生需累计计算的同类关联交 易。 一、关联交易概述 为妥善处理债权债务关系，基于本公司与广电融媒体集团、陕建股份等相关方债权债务关系，经协商一 ...

Core Viewpoint - The company is taking steps to resolve its debt issues with its controlling shareholder and related parties through a debt offset agreement, aiming to improve its financial situation and recover outstanding payments [1][2]. Group 1: Debt Resolution - The company announced a debt offset agreement with its controlling shareholder, Lanzhou Lansi Group, to settle a debt of 26.34 million yuan by December 31, 2025 [1][2]. - The total amount owed to the company by Lanzhou Energy Investment Group and Lanzhou Energy Chemical Group is approximately 520 million yuan, including principal and interest [1][2]. - The debt offset agreement is intended to mitigate risks associated with the company's debts and is based on voluntary and fair principles [2]. Group 2: Financial Status - As of June 30, 2025, Lanzhou Lansi Group reported total assets of 35.166 billion yuan and a net asset value of 9.069 billion yuan, with a revenue of 3.547 billion yuan and a net loss of 137 million yuan for the first half of 2025 [3]. - The company’s controlling shareholder underwent a transfer of state-owned equity, with 90% of Lanzhou Lansi Group's shares transferred to Gansu Provincial State-owned Assets Investment Group, maintaining the provincial government as the actual controller [3]. Group 3: Management Changes - The company appointed Wang Bingzheng as the new deputy general manager, who is currently the party secretary and director of Lanzhou Superalloy Company [3].

Group 1 - The company is addressing debt clearance following the transfer of state-owned shares from its controlling shareholder, with a plan to sign a debt offset agreement and a payment agreement to settle a debt of 26.34 million yuan by December 31, 2025 [1][2] - A court ruling has determined that two companies owe the company approximately 520 million yuan in total, including principal and interest, with a partial payment of 6 million yuan already made [1][2] - The debt offset agreement aims to resolve the debt issues between the company and its creditors, ensuring that the company can recover owed amounts without negatively impacting its financial status [2] Group 2 - As of June 30, 2025, the controlling shareholder, Lanzhou Lanshi Group, reported total assets of 35.166 billion yuan and a net asset value of 9.069 billion yuan, with a net loss of 137 million yuan for the first half of 2025 [3] - The state-owned share transfer involved the Gansu Provincial Government transferring 90% of its shares in Lanzhou Lanshi Group to Gansu State-owned Assets Investment Group, maintaining the provincial government as the actual controller [3] - The company has appointed a new deputy general manager, Wang Bingzheng, who has been involved with the company since 1983 [3]