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再升科技拟2.31亿现金收购迈科隆49%股权 标的股权处于司法冻结状态|速读公告
Xin Lang Cai Jing· 2025-08-02 00:02
Core Viewpoint - Chongqing Zai Sheng Technology plans to acquire 49% of Sichuan Maikelong Vacuum New Materials Co., Ltd. for 231 million RMB to enhance its market competitiveness in the energy-efficient sector [1] Group 1: Acquisition Details - The acquisition will be funded by the company's own capital, and the controlling rights of Maikelong will be transferred to Chongqing Zai Sheng, making it a subsidiary included in the consolidated financial statements [1] - Maikelong specializes in the research, production, and sales of vacuum insulation panels, with established applications in home appliances and new energy vehicles [1] Group 2: Financial Metrics - The transaction price is based on Maikelong's total equity value of 471 million RMB as of March 31, 2025, reflecting an increase of 366 million RMB, or a 346.18% appreciation over its book net asset value of 106 million RMB [2] - Maikelong is projected to achieve a net profit of approximately 27.06 million RMB in 2024 and 1.6 million RMB in the first quarter of 2025, with a net asset value of 106 million RMB as of the end of Q1 2025 [2] Group 3: Related Party Transactions - The transaction involves related parties, as the controlling shareholder of Chongqing Zai Sheng is the sister of Maikelong's controlling shareholder, leading to a situation of "joint investment with related parties" [2] - Expected related party transactions between Chongqing Zai Sheng and Maikelong are estimated at 346 million RMB for 2024 and 381 million RMB for 2025 [2] Group 4: Performance Commitments - The agreement includes performance guarantees, with Maikelong committing to achieve annual revenues of no less than 465 million RMB, 560 million RMB, and 648 million RMB for the years 2025, 2026, and 2027, respectively [4] - The cumulative net profit commitment for the three years is set at no less than 86.61 million RMB [4]