每经编辑｜张锦河 11月25日晚，科创板"20倍牛股"上纬新材（688585，股价118.34元，市值477.34亿元）公告称，公司第四届董事会第一次会议于当日召开，选举彭 志辉（即"稚晖君"）为董事长，任期至第四届董事会任期届满之日止。 公告显示，上纬新材已完成董事会换届选举，并聘任新一届公司高管人员。彭志辉、田华、周斌、姜青松、钮嘉为公司第四届董事会非独立董 事；邓小洋、马惠敏、沈震为公司第四届董事会独立董事。5名非独立董事、3名独立董事和1名职工代表董事共同组成公司第四届董事会，任期自 2025年第三次临时股东会审议通过之日起三年。 此外，上纬新材聘任田华为公司首席执行官（总经理、CEO），并担任法定代表人；周斌为公司联席首席执行官（Co-CEO）兼首席技术官 （CTO）；章彪为公司首席财务官（财务负责人、CFO）；李元为公司董事会秘书。 值得注意的是，"90后"彭志辉曾是华为"天才少年"，如今是B站的"顶流"科技UP主。 智元机器人是一家致力于以AI+机器人的融合创新、打造世界级领先的具身智能机器人产品及应用生态的创新企业。 智元机器人自成立以来便成为VC圈最火爆的项目之一，成立短短一年多时间，已马不 ...

Core Viewpoint - The acquisition offer for Shangwei New Materials has reached a significant milestone, with a substantial percentage of shares being accepted, indicating strong investor interest and confidence in the company's future growth potential [2][4]. Summary by Sections Acquisition Details - On October 29, Shangwei New Materials announced the expiration of the acquisition offer from Shanghai Zhiyuan Hengyue Technology Partnership, with a total of 22 shareholders accepting the offer, amounting to 136 million shares, which represents 33.63% of the company's total shares [2][3]. - The acquisition price was set at 7.78 yuan per share, and after the completion of the acquisition, Zhiyuan Hengyue will hold 58.62% of the company, while it and its concerted parties will collectively own 63.62% [3][4]. Strategic Intent - Zhiyuan Hengyue, established by Zhiyuan Innovation (Shanghai) Technology Co., Ltd. and its core management team, aims to enhance control over Shangwei New Materials and recognizes the long-term value of the company and the A-share market's capacity for technological and industrial innovation [5]. - The acquisition is characterized as a proactive offer, not a mandatory one, and does not intend to terminate the listing status of Shangwei New Materials [5]. Company Performance - Following the announcement of the acquisition, Shangwei New Materials' stock price surged dramatically, becoming the first "10-bagger" of 2025, with a cumulative increase of 1290% since July 9 [6]. - As of October 28, the stock price reached 108.21 yuan per share, resulting in a total market capitalization of 43.6 billion yuan [7].

Core Viewpoint - The article discusses the recent developments regarding the tender offer for the shares of Shangwei New Materials, highlighting the completion of the tender offer and the subsequent resumption of trading for the company's stock [2][3]. Summary by Sections Tender Offer Details - On October 29, Shangwei New Materials announced that the tender offer period by Shanghai Zhiyuan Hengyue Technology Partnership (Limited Partnership) has expired [3]. - During the tender offer period, a total of 22 shareholder accounts participated, with a total of 136 million shares tendered, representing 33.63% of the company's total shares. The offer price was set at 7.78 yuan per share [5]. Shareholding Changes - Following the completion of the tender offer, Zhiyuan Hengyue will hold 58.62% of the company's shares, while Zhiyuan Hengyue and its concerted parties will collectively hold 63.62% of the shares [7]. Strategic Intentions - The acquirer, Zhiyuan Hengyue, is a holding platform established by Zhiyuan Innovation (Shanghai) Technology Co., Ltd. and its core management team. The acquirer recognizes the long-term value of the listed company and aims to enhance control over it through this tender offer [8]. - The acquirer intends to promote sustainable development for the listed company and protect the interests of shareholders, particularly minority shareholders, by leveraging technological innovation to integrate industry resources and accelerate industrial upgrades [8]. Market Impact - The stock of Shangwei New Materials is set to resume trading on October 30, 2025. Since the announcement of the tender offer, the stock price has surged dramatically, becoming the first "10-fold stock" of 2025, with an increase of 1290% since July 9 [10]. - As of October 28, the stock price was reported at 108.21 yuan per share, with a total market capitalization of 43.6 billion yuan [12].

Group 1 - The announcement from Shangwei New Materials (688585.SH) states that the partial tender offer initiated by Shanghai Zhiyuan Hengyue Technology Partnership has expired [2] - During the tender offer period, a total of 22 shareholder accounts accepted the offer, with a total of 136 million shares tendered, accounting for 33.6332% of Shangwei New Materials' total shares, at a price of 7.78 yuan per share [5] - Following the completion of this acquisition, Zhiyuan Hengyue's shareholding in Shangwei New Materials will increase to 58.62%, with its concerted parties holding a combined stake of 63.62%, achieving a controlling position [5] Group 2 - Shangwei New Materials specializes in environmentally friendly high-performance composite materials, which are widely used in wind power, chemical, and other industries [5] - This acquisition is viewed by the market as an important step for Zhiyuan Hengyue in advancing its capital layout in the AI and robotics integration innovation sector, although it has previously denied any plans for a backdoor listing [5] - Trading of Shangwei New Materials' stock will resume on October 30, 2025 [5]

Core Viewpoint - The stock of Shangwei New Materials (688585.SH) resumed trading on July 9, opening with a 20% increase due to a significant change in control involving the transfer of shares to Zhiyuan Robotics and its core team [1][2]. Group 1: Share Transfer and Control Change - On July 8, Shangwei New Materials announced that its controlling shareholder SWANCOR Samoa signed a share transfer agreement, resulting in Zhiyuan Hengyue and Zhiyuan New Venture collectively owning 29.99% of the company's shares [1][3]. - Following the share transfer, the controlling shareholder will change from SWANCOR Samoa to Zhiyuan Hengyue, with Deng Taihua becoming the actual controller of Shangwei New Materials [1][3]. - Zhiyuan Hengyue plans to further increase its stake in Shangwei New Materials through a partial tender offer, aiming to acquire an additional 37.00% of the total share capital [1][3][4]. Group 2: Purpose of the Tender Offer - Zhiyuan Hengyue expressed its intention to enhance control over Shangwei New Materials through the tender offer, recognizing the company's long-term value and the A-share market's capacity to support technological and industrial innovation [4]. - The acquisition aims to promote sustainable development and protect the interests of shareholders, particularly minority shareholders, while leveraging technological innovation to improve the company's operations and management [4]. Group 3: Background of Zhiyuan Robotics - Zhiyuan Hengyue is a holding platform established by Zhiyuan Robotics and its core team, led by Deng Taihua, who has extensive experience in the technology sector [5][6]. - Zhiyuan Robotics, founded in February 2023, focuses on integrating AI with robotics to create leading general-purpose embodied robot products and applications [6][7]. - The company has achieved significant milestones, including the mass production of humanoid robots and securing funding from notable investors such as Tencent and JD.com [6][7].