非公开发行股份
Search documents
道恩股份5亿现金收购 31%总股本质押2022定增募7.7亿
Zhong Guo Jing Ji Wang· 2025-12-11 06:44
Core Viewpoint - The company, Daon Co., Ltd. (002838.SZ), has announced the acquisition of 80% equity in Ningbo Aisikai Synthetic Rubber Co., Ltd. for a total cash consideration of approximately 515.97 million RMB, which will make Ningbo Aisikai a subsidiary of Daon and included in its consolidated financial statements [1][2]. Financial Performance of Ningbo Aisikai - For the first half of 2025, Ningbo Aisikai reported revenue of 56.85 million RMB and a net profit of 10.67 million RMB, showing a significant increase from the previous year's revenue of 90.08 million RMB and net profit of 7.35 million RMB [1][2]. - The operating cash flow for the first half of 2025 was 18.83 million RMB, compared to 20.52 million RMB in 2024 [2]. Asset Valuation - As of June 30, 2025, Ningbo Aisikai's total assets were valued at 78.30 million RMB, with total liabilities of 43.92 million RMB, resulting in a net asset value of 34.38 million RMB [2]. - The assessed total asset value is 108.65 million RMB, reflecting an appreciation of 30.35 million RMB, which corresponds to a 38.76% increase [2]. Shareholding and Pledge Information - As of July 26, 2023, Daon Group, the controlling shareholder, has pledged a total of 150,399,998 shares, representing 31.44% of the company's total share capital [3][4]. - The total number of pledged shares by Daon Group is 198,034,041, which constitutes 41.40% of its holdings [4].
皖通高速: 国浩律师(合肥)事务所关于安徽皖通高速公路股份有限公司投资者权益变动及非公开发行股份免于发出要约事宜之法律意见书
Zheng Quan Zhi Xing· 2025-06-09 13:19
Core Viewpoint - The legal opinion letter from Grandall Law Firm confirms that Anhui Wantuo Expressway Co., Ltd. can proceed with a non-public issuance of H shares to Anhui Transportation Holding Group (Hong Kong) Co., Ltd. without the need to issue a tender offer, as it meets the relevant regulatory conditions [2][11][17]. Group 1: Investor Rights Changes - The legal opinion addresses the changes in investor rights related to the non-public issuance of shares and confirms that the issuance complies with the relevant laws and regulations [3][11]. - The opinion states that Anhui Wantuo Expressway has provided all necessary documentation to support the issuance and that the information is accurate and complete [3][5]. Group 2: Qualification of the Subscriber - Anhui Transportation Holding Group (Hong Kong) Co., Ltd. is confirmed to have legal entity status and is in good standing, with a registered capital of USD 24.8 million [5][6]. - The subscriber has no disqualifying conditions that would prevent it from acquiring H shares of Anhui Wantuo Expressway, as verified by the legal firm [6][17]. Group 3: Approvals and Authorizations - The board of directors of Anhui Wantuo Expressway has approved the issuance of H shares and authorized the necessary actions to complete the transaction [7][8]. - The shareholders' meeting has also granted general authorization for the issuance of new shares, allowing the board to act based on market conditions [8][9]. Group 4: Issuance Details - The non-public issuance involves the subscription of 49,981,889 H shares, with a total payment of HKD 522,310,740.05 made by the subscriber [11][17]. - The issuance is structured to ensure that the direct and indirect shareholding of Anhui Transportation Holding Group does not exceed the regulatory threshold for requiring a tender offer [17].