国有资产重组

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龙高股份: 龙岩高岭土股份有限公司关于控股股东重组暨龙岩市投资开发集团有限公司免于发出要约的提示性公告
Zheng Quan Zhi Xing· 2025-06-10 13:54
Core Viewpoint - The announcement details the restructuring of the controlling shareholder of Longyan Kaolin Co., Ltd., where the Longyan Municipal State-owned Assets Supervision and Administration Commission plans to transfer a 20% stake in Longyan Investment Development Group Co., Ltd. to Longyan Investment Development Group, which will indirectly acquire over 30% of the company's shares, exempting it from mandatory tender offer obligations under relevant regulations [1][2]. Group 1: Acquisition Overview - The Longyan Municipal State-owned Assets Supervision and Administration Commission will transfer a 20% stake in Longyan Investment Development Group, leading to the latter becoming the controlling shareholder of the company [1][2]. - The acquisition will not change the actual controller of the company, which remains the Longyan Municipal State-owned Assets Supervision and Administration Commission [2]. - The acquisition aligns with the provisions of the "Measures for the Administration of Acquisitions of Listed Companies," allowing for exemption from mandatory tender offers due to government approval of asset transfers [2][3]. Group 2: Shareholding Structure - Before the acquisition, Longyan Investment Development Group held 49.55% of the company, while its concerted action partner, Longyan Hongtong Investment Co., Ltd., held 3.35%, resulting in a combined control of 52.90% by the actual controller [4]. - Post-acquisition, Longyan Investment Development Group will acquire a 51.04% stake in Longyan Investment Development Group, becoming the indirect controlling shareholder, while the actual controller's and direct controlling shareholder's ownership percentages will remain unchanged [4][5]. - The company will prepare a summary of the acquisition report in compliance with relevant laws and regulations, ensuring timely disclosure of information regarding the acquisition's progress [4].