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上海新动力汽车科技股份有限公司董事会2025年度第三次临时会议决议公告
Core Points - The company has decided to participate in the restructuring of SAIC Hongyan Automotive Co., Ltd. by forming a consortium with other parties, contributing approximately RMB 666.36 million as part of a total investment of RMB 3 billion [2][43][48]. - The company has also proposed to delay the completion date of a fundraising project related to the "F series 10/11L heavy-duty engine project" to September 2026, while maintaining the project's content and total investment unchanged [8][31][37]. - A temporary shareholders' meeting is scheduled for October 16, 2025, to discuss and vote on the aforementioned proposals [12][43]. Group 1: Investment in Restructuring - The company will join forces with Shanghai Automotive Industry Group Co., Ltd., Chongqing Liangjiang New Area High-Quality Development Private Equity Investment Fund, and Chongqing Development Asset Management Co., Ltd. to participate in the restructuring of SAIC Hongyan [2][43][48]. - The total investment from the consortium is expected to be RMB 3 billion, with the company contributing RMB 666.36 million, aiming to acquire approximately 14.66% of the equity post-restructuring [2][48][49]. - The restructuring plan requires approval from the court and other relevant authorities, and the company will handle all related documentation and negotiations [2][43][48]. Group 2: Fundraising Project Delay - The company has approved a delay for the "F series 10/11L heavy-duty engine project," with the new completion date set for September 2026, due to market demand and operational adjustments [8][31][37]. - The project remains unchanged in terms of content and total investment, with the company emphasizing that the delay will not adversely affect the project's implementation or the company's normal operations [31][37][38]. - The decision to delay was made after a thorough review of market conditions and the project's feasibility, ensuring alignment with the company's long-term strategic goals [31][36][38]. Group 3: Shareholders' Meeting - The company has announced a temporary shareholders' meeting to be held on October 16, 2025, to discuss the investment in SAIC Hongyan's restructuring and the delay of the fundraising project [12][43]. - The meeting will utilize a combination of on-site and online voting methods, allowing shareholders to participate conveniently [12][13]. - All proposals discussed in the meeting have been pre-approved by the company's board and relevant committees [12][43][51].
动力新科: 动力新科2025年半年度募集资金存放与实际使用情况专项报告
Zheng Quan Zhi Xing· 2025-08-25 17:26
Fundraising Overview - The company Shanghai New Power Automotive Technology Co., Ltd. has completed a non-public issuance of 222,469,410 shares at a price of RMB 8.99 per share, raising a total of approximately RMB 1.999 billion, with a net amount of RMB 1.979 billion after deducting issuance costs [1][2] - The net proceeds have been deposited into a dedicated fundraising account, and the company has established a specialized management system for these funds [2][3] Fund Management - The company has implemented a fundraising management system in accordance with relevant laws and regulations, ensuring proper storage and usage of the raised funds [3] - As of June 30, 2025, the company has utilized RMB 1.067 billion of the raised funds, including RMB 89.18 million for replacing self-raised funds previously invested in projects [2][3] Fund Storage and Usage - The total balance of the fundraising account as of June 30, 2025, is RMB 721.34 million, which is being managed through fixed-term deposits and seven-day notice deposits [4][5] - The company has signed tripartite and quadripartite agreements with independent financial advisors and banks to ensure the proper management of the fundraising account [4][5] Adjustments and Changes - The company has made adjustments to its fundraising usage plan, including reallocating funds for liquidity purposes and project adjustments [6][7] - A total of RMB 289.54 million has been approved for replacing self-raised funds used in fundraising projects [6][7] Cash Management - The company has approved the use of up to RMB 1.039 billion of idle fundraising for cash management, primarily through fixed-term and notice deposits [6][7] - As of June 30, 2025, RMB 550 million has been allocated for cash management purposes [6][7] Legal and Compliance - The company has confirmed that there are no violations in the disclosure and management of the fundraising, ensuring compliance with relevant regulations [8][9] - The company has faced legal challenges, with RMB 280.65 million of funds frozen due to court orders, impacting the available balance in the fundraising account [8][9]
动力新科: 动力新科关于部分募集资金投资项目延期和暂停的公告
Zheng Quan Zhi Xing· 2025-08-25 16:34
Core Viewpoint - The company announced a delay and suspension of certain fundraising investment projects due to market demand and operational adjustments, while ensuring that the essential aspects of the projects remain unchanged [1][5][6]. Fundraising Overview - The company raised approximately RMB 1.999 billion through a non-public issuance of 222,469,410 shares at a price of RMB 8.99 per share, with a net amount of RMB 1.979 billion remaining after expenses [1][2]. - As of June 30, 2025, the balance of the fundraising account was RMB 721.34 million, including interest of RMB 89.18 million [2][3]. Project Adjustments - The company has adjusted its fundraising usage plan, with specific projects experiencing delays in reaching their intended operational status [2][3]. - The projects affected include the "Commercial Vehicle Intelligent Engine Project," "New Generation High-Power Marine Engine Project," and "New Energy Electric Drive Bridge Project," with revised completion dates extending into 2026 and 2027 [3][4]. Reasons for Delays and Suspensions - Delays are attributed to market demand fluctuations and changes in customer requirements, impacting project timelines [3][5]. - The "New Generation Intelligent Heavy Truck Project" has been suspended due to the freezing of related funds by the court and ongoing bankruptcy restructuring proceedings for the subsidiary involved [5][6]. Impact on Company Operations - The delays and suspensions are deemed necessary decisions based on actual project progress and market conditions, with no substantial impact on the overall implementation of the projects or shareholder interests [5][6]. - The company maintains that these adjustments will not adversely affect its normal operations and are aligned with its strategic objectives [5][6]. Decision-Making Process - The decisions regarding project delays and suspensions were approved by the company's board and audit committee, following necessary regulatory procedures [6][7].
动力新科: 国泰海通证券股份有限公司关于上海新动力汽车科技股份有限公司部分募集资金投资项目延期和暂停的核查意见
Zheng Quan Zhi Xing· 2025-08-25 16:33
Summary of Key Points Core Viewpoint - The company has decided to postpone and suspend certain fundraising investment projects due to market demand and operational considerations, while ensuring that the essential aspects of the projects remain unchanged [4][6][7]. Group 1: Fundraising Overview - The company raised a total of approximately RMB 1.999 billion through a non-public issuance of 222,469,410 shares at a price of RMB 8.99 per share, with a net amount of approximately RMB 1.981 billion after deducting issuance costs [1]. - The funds are managed in a dedicated account, adhering to regulations and agreements with independent financial advisors and banks [2]. Group 2: Fundraising Utilization - As of June 30, 2025, the company has utilized approximately RMB 1.067 billion of the raised funds, with a remaining balance of approximately RMB 721 million [2]. - The adjusted fundraising plan includes specific projects such as "Commercial Vehicle Intelligent Engine Projects" and "New Energy Electric Drive Bridge Projects" [2]. Group 3: Project Postponement and Suspension - Certain projects, including the "D25 High-Performance Diesel Engine WGT Project" and "New Energy Electric Drive Bridge Product Development Project," have been postponed due to market conditions, with expected completion dates pushed to 2026 [4][6]. - The "New Generation Intelligent Heavy Truck Project" has been suspended due to legal issues affecting the subsidiary responsible for its implementation, which has led to a court-ordered restructuring [6][8]. Group 4: Impact and Decision-Making Process - The postponement and suspension of projects are based on careful consideration of market conditions and operational needs, and they do not alter the fundamental aspects of the projects or the intended use of funds [6][7]. - The decision has been approved by the company's board and audit committee, ensuring compliance with regulatory requirements [7].