Core Viewpoint - Shandong Yanggu Huatai Chemical Co., Ltd. plans to issue shares and pay cash to acquire 99.64% of the equity of Bomi Technology Co., Ltd. and raise supporting funds through a related party transaction [1][6]. Summary by Sections Transaction Details - The transaction involves the purchase of assets from multiple parties, including Hainan Juxin, Wang Chuanhua, Wu Fengyun, and others [1]. - The company intends to raise funds from no more than 35 specific investors as per the regulations of the China Securities Regulatory Commission [1]. Financial and Legal Commitments - The company and its board members guarantee the accuracy and completeness of the restructuring report and its summary, assuming legal responsibility for any false statements or omissions [2][3]. - The controlling shareholders and actual controllers commit to not transferring their shares during the investigation period if any information provided is found to be misleading or false [2][5]. Regulatory Compliance - The restructuring report does not represent any substantive judgment or approval from the China Securities Regulatory Commission or the Shenzhen Stock Exchange [3]. - The effectiveness and implementation of the transaction are subject to the approval of regulatory authorities [3]. Adjustments to the Restructuring Plan - The company held board meetings to approve adjustments to the restructuring plan, including changes to the parties involved in the transaction [11][12]. - The performance commitment period for the transaction is set for four consecutive accounting years starting from the year of completion, with specific profit targets outlined for the years 2025 and 2026 [13][14].

Core Viewpoint - Yanggu Huatai is planning to acquire 100% equity of Bomi Technology for 1.443 billion yuan, despite Bomi currently being in a loss position, with the acquisition price reflecting a premium of over 13 times its net assets [3][5]. Group 1: Transaction Details - The acquisition involves multiple stakeholders, including Hainan Juxin and several individuals, with a total transaction price of 1.443 billion yuan [3]. - Bomi Technology specializes in high-performance polyimide materials, with its products primarily used in semiconductor manufacturing and liquid crystal display panel production [3][4]. - The reported revenue for Bomi Technology during the period was 33 million yuan and 34 million yuan, with net losses of 9 million yuan and 12 million yuan respectively [5]. Group 2: Regulatory Scrutiny - The Shenzhen Stock Exchange raised nine major questions regarding the acquisition, focusing on the necessity and compliance of the cross-industry acquisition, the fairness of transaction pricing, and the valuation of intangible assets [3][4]. - Yanggu Huatai is required to provide detailed disclosures on the technological advancements and core competitiveness of Bomi Technology, including comparisons with industry peers [4]. Group 3: Valuation Concerns - The valuation of Bomi Technology was assessed using the income approach, resulting in a value of 1.443 billion yuan, indicating a 1330.32% increase in value [7][9]. - The exchange has requested further clarification on the parameters used in the income approach valuation and the rationale behind the selection of this method over others [8][9]. - Yanggu Huatai argues that the valuation is reasonable due to Bomi's short establishment period and high R&D investments, despite its low net assets [9]. Group 4: Market Context - As of June 27, Yanggu Huatai's total market capitalization was 6.678 billion yuan [9].

Core Viewpoint - Yanggu Huatai is acquiring 100% equity of Bomi Technology for 1.443 billion yuan, despite Bomi currently being in a loss position, raising concerns about the transaction's rationality and fairness [4][7]. Group 1: Transaction Details - The acquisition price of Bomi Technology represents a premium of over 13 times its net assets, which has prompted the Shenzhen Stock Exchange to raise nine key questions regarding the necessity and compliance of the cross-industry acquisition [4][6]. - Bomi Technology specializes in high-performance polyimide materials, with reported revenues of 33 million yuan and 34 million yuan, and net losses of 9 million yuan and 12 million yuan in the reporting period [7][9]. Group 2: Regulatory Concerns - The Shenzhen Stock Exchange has requested Yanggu Huatai to provide detailed explanations regarding the necessity and compliance of the cross-industry acquisition, including the integration and management plans for the acquired assets [6][7]. - Yanggu Huatai claims that the acquisition aligns with its strategic development into the chemical new materials sector and aims to enhance the company's development quality [7][10]. Group 3: Valuation and Fairness - The valuation of Bomi Technology using the income approach indicates a value of 1.443 billion yuan, with a staggering appreciation rate of 1330.32%, raising questions about the accuracy and objectivity of the valuation parameters used [9][10]. - Yanggu Huatai argues that the valuation is reasonable due to Bomi's short establishment period and high R&D investment, despite its low net assets [10].