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河南神火煤电股份有限公司
Shang Hai Zheng Quan Bao· 2025-07-22 17:58
Group 1 - The company holds a 49% stake in Shangqiu Xinfang, which is a joint venture, and there are no other relationships that could lead to conflicts of interest [10][11] - Shangqiu Xinfang is not listed as a dishonest entity in the national credit information system [11] - The business scope of Shangqiu Xinfang includes the development and production of non-ferrous metal composite materials, as well as related sales and services [11] Group 2 - Before the transaction, the equity structure of Shenhuo New Materials is outlined, and after the transaction, it will change accordingly [10][12] - Shenhuo New Materials has clear property rights and is not involved in any litigation or judicial measures that would hinder ownership transfer [14] - The total amount of guarantees provided by Shenhuo New Materials is 489 million RMB [15] Group 3 - The financial statements of Shenhuo New Materials have been audited by Ernst & Young, with a report issued as of December 31, 2024 [16] - The valuation of Shenhuo New Materials' total equity is assessed at 2,031 million RMB using the income approach, which is lower than the market approach by 167 million RMB, reflecting a 7.60% difference [8][11] - The valuation conclusion indicates an increase in value of 2.39 million RMB, with a growth rate of 1.19% compared to the audited book value [11] Group 4 - The transfer of 14.6869% equity in Shenhuo New Materials is publicly listed for sale, with a base price of approximately 298.29 million RMB [13] - The transaction is set to take place from July 7, 2025, to August 4, 2025, with specific conditions for potential buyers [13][14] - The payment for the transaction is required to be made in a lump sum [14] Group 5 - If the acquisition of Shenhuo New Materials is completed, it will become a wholly-owned subsidiary, enhancing the company's market position in the aluminum foil industry [16] - The transaction will not change the scope of the company's consolidated financial statements and will not introduce new operational risks [16] - The funding for the acquisition will come from the company's own resources, ensuring that existing operations remain unaffected [16]