北京安博通科技股份有限公司 简式权益变动报告书 上市公司 ： 北京安博通科技股份有限公司 股票上市地： 上海证券交易所 股票简称 ： 安博通 股票代码 ： 688168 信息披露义务人：南京一三一私募基金管理有限 公司（代表"一三一白龙马3号私募证券投资基 金"）（下称："南京一三一"） 注册地址：南京市建邺区双闸路98号海峡城云科 技园6号楼18楼1806室 通讯地址：南京市鼓楼区集慧路18号联创大厦B座 股份变动性质：股份增加（协议转让） 签署日期： 2025年8月25日 声 明 | | | 目 录 | | --- | --- | --- | | 第一节 | | 释义 | | 安博通、上市公司、公司 | | 指 北京安博通科技股份有限公司 | | | | 南京一三一私募基金管理有限公司（代表"一三一白龙马 | | 信息披露义务人 | 指 | | | 本报告、本报告书 | 指 | 北京安博通科技股份有限公司简式权益变动报告书 | | 《公司法》 | 指 | 《中华人民共和国公司法》 | | 《证券法》 | 指 | 《中华人民共和国证券法》 | | 《收购管理办法》 | 指 | 《上市公司收购管理办法》 | ...

Core Viewpoint - The announcement details the completion of the transfer of shares by major shareholders of Zhejiang Bangjie Holdings Group Co., Ltd., indicating a significant change in shareholding structure and control [1][2]. Group 1: Share Transfer Details - On July 21, 2025, the company received confirmation of the transfer of 23,100,000 shares from major shareholders Tao Jianwei and Suzhou Qingsong Enterprise Management Partnership to Shanghai Qisuoruihang Enterprise Management Partnership, representing 5.03% of the total share capital [1][2]. - The share transfer was executed through a private agreement, with Tao Jianwei transferring 2.25% and Suzhou Qingsong transferring 2.89% of the company's total shares [1][2]. Group 2: Changes in Shareholding - Following the transfer, Suzhou Qingsong and its concerted parties' holdings decreased from 38,655,297 shares (8.42%) to 25,655,297 shares (5.59%), reflecting a significant reduction in their stake [2][4]. - The adjusted shareholding percentage, excluding repurchased shares, decreased from 8.59% to 5.70% after the transfer [2][4]. Group 3: Compliance and Confirmation - The share transfer was confirmed by the Shenzhen Stock Exchange and completed on July 18, 2025, with the necessary registration procedures finalized [2][3]. - The company has ensured that the information provided is accurate and complete, with no misleading statements or omissions [1].

Summary of Key Points Core Viewpoint The announcement details the agreement for the transfer of 4,000,000 shares of Sichuan Guanshang Technology Co., Ltd. by its controlling shareholder's action partner, Sichuan Guanshang Development Technology Partnership, to Shenzhen Century Zhiyuan Private Securities Fund Management Co., Ltd. The transaction is valued at RMB 44.14 per share, totaling RMB 176,560,000, and will not affect the company's control structure or governance. Group 1 - The controlling shareholder's action partner plans to transfer 4,000,000 shares, representing 5.00% of the total share capital, at a price of RMB 44.14 per share [3][4][6] - After the transfer, the action partner will hold 8,300,000 shares, or 10.38% of the total share capital, while the controlling shareholder and action partner will collectively hold 52.81% [4][7] - The buyer, Zhiyuan Capital, has committed to not reducing its holdings for 12 months post-transfer [4][5][18] Group 2 - The total transaction amount is RMB 176,560,000, based on the agreed price of RMB 44.14 per share [6][11][63] - The transfer does not trigger a mandatory bid and is not classified as a related party transaction [5][18] - The transaction is subject to compliance confirmation from the Shenzhen Stock Exchange before the share transfer can be registered [5][44][75] Group 3 - The shares being transferred are unrestricted circulating shares, with no existing pledges or restrictions [43][72] - The transfer is based on the seller's self-funded or self-raised capital [72] - The transaction is expected to have no significant impact on the company's governance or ongoing operations [18][75]

Core Viewpoint - The report outlines a significant equity change involving Wanbangde Pharmaceutical Holdings Group Co., Ltd., where the information disclosure obligor, Wenling Wanlong Pharmaceutical Technology Partnership (Limited Partnership), is set to acquire 60 million shares, representing 9.8089% of the company's total equity through a private transfer agreement [1][4]. Group 1: Equity Change Details - The equity change is a result of an agreement signed on July 11, 2025, between Wenlong Pharmaceutical and several transferors, including Zhao Shouming and Zhuang Hui, to transfer a total of 60 million shares [1][5]. - The transfer price is set at 6.88 RMB per share, totaling 412.8 million RMB for the entire transaction [5][6]. - The transferors include Zhao Shouming (12,410,000 shares), Zhuang Hui (7,050,000 shares), and others, with the largest transferor being Wanbangde Group (17,039,326 shares) [5][6]. Group 2: Compliance and Future Plans - The equity change must comply with the regulations of the Shenzhen Stock Exchange and requires the completion of share transfer registration with the China Securities Depository and Clearing Corporation [2][6]. - The information disclosure obligor commits not to reduce its holdings of the acquired shares within 12 months following the completion of the transfer [3][4]. - There are no plans for the information disclosure obligor to increase its stake in the company within the next 12 months [3][4].

Summary of Key Points Core Viewpoint - The announcement details the agreement for the transfer of 60,000,000 shares of Wanbangde Pharmaceutical Holdings Group Co., Ltd., representing 9.8089% of the total share capital, from its controlling shareholders to Wanzhong Medicine, with a transfer price of 6.88 RMB per share, totaling approximately 412.8 million RMB [1][2][5]. Group 1: Agreement Overview - The transfer involves Wanbangde Group, its actual controllers Zhao Shouming and Zhuang Hui, and their concerted actions, transferring shares to Wanzhong Medicine [1][2]. - The total transfer price is set at 6.88 RMB per share, amounting to 412.8 million RMB for the entire transaction [2][5]. - The transaction is subject to compliance review by the Shenzhen Stock Exchange before the transfer can be completed [3][6]. Group 2: Shareholding Changes - Following the transfer, the shareholding structure will change, with Wanbangde Group's stake decreasing from 31.6217% to 28.8361%, and Zhao Shouming's from 8.1213% to 6.0925% [2][3]. - Wanzhong Medicine will acquire 60,000,000 shares, establishing a new ownership stake of 9.8089% in the company [2][5]. Group 3: Impact on Company Control - The transfer does not trigger a change in control, as the combined shareholding of the controlling shareholders will remain at 40.6656% post-transaction [7][8]. - The governance structure and ongoing operations of the company are not expected to be significantly affected by this share transfer [7][8]. Group 4: Compliance and Restrictions - Wanzhong Medicine has committed not to sell the acquired shares for twelve months following the completion of the transfer [2][7]. - The transaction adheres to relevant regulations, including the Management Measures for the Acquisition of Listed Companies and the Shenzhen Stock Exchange's guidelines [3][8].

Core Viewpoint - *ST Huamei (600360) is taking steps to address the risk of delisting due to fund occupation by planning a transfer of shares held by its controlling shareholder, Shanghai Pengsheng, which may lead to a change in company control [1] Group 1 - The company has announced that its stock has been suspended from trading since June 19, 2025, with an expected suspension period not exceeding 2 trading days [1] - As of the announcement date, the share transfer matter is still in the planning stage, and the company anticipates it will not be able to resume trading on June 23, 2025, leading to an extended suspension period not exceeding 3 additional trading days [1]

Overview of the Share Transfer - The controlling shareholder, Yunnan Luoping Zinc Electric Co., Ltd. (referred to as "Zinc Electric"), is transferring 72,427,600 shares, accounting for 22.3960% of the total share capital of the company, to Qujing Development Investment Group Co., Ltd. (referred to as "Qujing Investment") [1][2] - After the transfer, Zinc Electric will retain 16,170,000 shares, representing 5.0001% of the total share capital [1][2] Transaction Details - The transaction price is set at 6.471 yuan per share, based on the higher value among the weighted average price over the last 30 trading days, the audited net asset value per share, and 90% of the closing price on the trading day before the agreement was signed [2][8] - The total transaction amount is approximately 468,678,999.60 yuan [2][8] Purpose and Background of the Transfer - The transfer aims to meet asset management needs and introduce strategic investors to enrich the shareholder structure of the listed company [2][3] Approval Procedures - The transfer requires approval from relevant state-owned asset regulatory authorities, compliance review by the Shenzhen Stock Exchange, and necessary antitrust filings [3][8] Parties Involved - The transferor, Zinc Electric, is the controlling shareholder with a stake of 27.3961% prior to the transfer [2] - The transferee, Qujing Investment, is involved in various investment and management activities related to infrastructure and key projects authorized by the municipal government [4][6] Shareholder Structure Post-Transfer - Following the completion of the transfer, Qujing Investment will become the controlling shareholder of the company [2][3] Management Changes - The transfer agreement includes provisions for the reorganization of the board of directors and management team within five working days after the transfer is completed [18][19] - The new board will consist of nine directors, including at least four non-independent directors and three independent directors nominated by Qujing Investment [19] Shareholding Restrictions - Zinc Electric commits to not transferring its remaining shares for 60 months post-transfer, except to entities controlled by the local state-owned assets supervision authority [20]

Core Viewpoint - The announcement details the transfer of shares by a major shareholder, Wu Jiangnian, of Chengdu Kunheng Shunwei Technology Co., Ltd., to two asset management plans managed by Minsheng Securities, which will not change the company's control structure [2][3][17]. Summary by Sections Share Transfer Overview - Wu Jiangnian plans to transfer a total of 24,339,106 shares, representing 19.98% of the company's total equity, through agreements with Minsheng Securities [2][3]. - The shares will be divided into two parts: 18,249,106 shares (14.98%) to the Minsheng Securities Tianyi Select Private 2 Asset Management Plan and 6,090,000 shares (5.00%) to the Minsheng Securities Tianyi Flexible Allocation 6 Collective Asset Management Plan, both at a price of 21.7 yuan per share [2][3][5]. Background and Purpose of the Transfer - The transfer is motivated by Wu Jiangnian's family asset planning needs and funding requirements [5][17]. - The transfer to the Tianyi Select Private 2 plan is considered an internal transfer as Wu Jiangnian is both the holder and beneficiary of this plan [5][14]. Approval and Compliance - The transfer requires compliance confirmation from the Shanghai Stock Exchange and must complete the share transfer registration with the China Securities Depository and Clearing Corporation [3][19]. - The transfer will not result in a change of the company's largest shareholder or actual controller [3][17]. Parties Involved - Wu Jiangnian is the transferor, while Minsheng Securities acts on behalf of the two asset management plans as the transferee [6][8]. - The Tianyi Select Private 2 plan is a single asset management product fully owned by Wu Jiangnian, while the Tianyi Flexible Allocation 6 plan involves other market investors [8][14]. Agreement Details - The share transfer agreements include clauses on payment, compliance with regulations, and the responsibilities of both parties [9][13]. - The total transfer price for the shares to the Tianyi Select Private 2 plan is 396,005,600.20 yuan, while the price for the Tianyi Flexible Allocation 6 plan is 132,153,000.00 yuan [3][9]. Other Arrangements - An action agreement has been signed between Wu Jiangnian and the Tianyi Select Private 2 plan, establishing them as acting in concert [14][15]. - The transfer does not involve any arrangements for price guarantees, shareholding proxies, or other similar agreements [16].