格隆汇12月9日丨邵阳液压(301079.SZ)公布，公司拟通过发行股份及支付现金的方式向凌俊、邓红新等 33名股东购买新承航锐100%股份，并向不超过35名（含35名）特定投资者发行股份募集配套资金，交 易价格（不含募集配套资金金额）60,000.00万元。 标的公司是一家专业从事金属锻铸件研发、生产和销售的高新技术企业，主要产品为各类自由锻件、环 形锻件、模锻件、铸造件等，产品广泛应用于能源、航空、航天、船舶等多个下游行业。通过多年发 展，标的公司已建立了包括锻造、铸造、热处理、精密加工、性能检测等在内的完整锻铸件制造流程， 可满足多行业、多规格、大中小批量等各类客户的定制化需求。通过本次交易，上市公司在高端制造、 核心基础零部件领域迈出了切实的步伐，横向拓展了公司的高端制造产品谱系，深化了公司在高端制造 产业的布局，落地了公司发展战略。 ...

Group 1 - The company plans to issue shares and pay cash to acquire 100% of the target company, Xincheng Hangrui, from 38 parties including Ling Jun and Deng Hongxin, while also raising matching funds from no more than 35 specific investors [8][14][15] - The target company specializes in the research, production, and sales of metal forging and casting products, which are widely used in various industries such as energy, aerospace, and marine [14][15] - The transaction is expected to enhance the company's product offerings in high-end manufacturing and core components, aligning with its strategic development goals [14][15] Group 2 - The company has committed to ensuring the accuracy and completeness of the information provided regarding the transaction, and any misleading statements or omissions will result in legal liability [2][4][5] - The transaction is subject to approval from the board of directors, shareholders, and relevant regulatory authorities, and cannot be executed until these approvals are obtained [17] - The company will disclose the final transaction price and related financial data in the restructuring report after the completion of the audit and evaluation processes [8][14][17] Group 3 - The transaction is anticipated to create synergies in production processes, product technology, and customer resources between the company and the target company [15][16] - The company aims to leverage the target company's expertise in high-strength forging products to enhance its offerings in defense and marine sectors [15][16] - The transaction will not change the actual controller of the company, and the specific impact on the company's equity structure will be assessed after the completion of the audit and evaluation [16][17]

Core Viewpoint - Shaoyang Hydraulic plans to acquire 100% equity of Xincheng Hangrui through a combination of share issuance and cash payment, marking a significant step in expanding its high-end manufacturing capabilities [1] Group 1: Acquisition Details - The acquisition involves 38 shareholders, including Ling Jun and Deng Hongxin, and will also include a share issuance to no more than 35 specific investors to raise supporting funds [1] - Xincheng Hangrui specializes in the R&D, production, and sales of metal forging and casting products, which are widely used in various downstream industries such as energy, aviation, aerospace, and shipping [1] Group 2: Strategic Implications - This transaction allows Shaoyang Hydraulic to horizontally expand its high-end manufacturing product portfolio and deepen its layout in the high-end manufacturing industry [1] - The company aims to implement its development strategy through this acquisition, enhancing its position in the core basic components sector [1] Group 3: Stock Resumption - Shaoyang Hydraulic's stock will resume trading on July 7, 2025, following the completion of the acquisition process [1]