Core Viewpoint - The acquisition of Tianyi Chemical by Yaxing Chemical is seen as a potential opportunity for the latter to escape its ongoing losses, but the stability of the target's performance and the details of the transaction are under scrutiny [2][3][15] Group 1: Acquisition Details - Yaxing Chemical plans to acquire 100% of Tianyi Chemical through a combination of issuing shares and cash payments, with a share price set at 5.83 yuan per share [1][3] - As of the signing date of the proposal, the audit and evaluation of the target assets have not been completed, and the final transaction price remains undecided [1][3] - Tianyi Chemical's second-largest shareholder, Shandong High-tech Investment Co., has a history of transferring shares and is involved in the current acquisition [1][2][7] Group 2: Financial Performance - Yaxing Chemical's stock price increased by 85.42% from the beginning of the year until the suspension of trading, despite the company reporting a net loss of 144 million yuan in the first three quarters of 2025 [1][2] - Tianyi Chemical's net profit has significantly declined from 240 million yuan in 2021 to an estimated 54 million yuan in 2023, indicating a drastic change in performance [1][8][14] - The financial struggles of Yaxing Chemical are evident, with net profits dropping from 109 million yuan in 2022 to 6 million yuan in 2023, and projected losses of 99 million yuan in 2024 [14][15] Group 3: Industry Context - Tianyi Chemical operates in the brominated flame retardants sector, which has a significant market share in China, with some products holding over 50% domestic market share [10][11] - The bromine industry is facing challenges, including a tightening supply and increasing reliance on imports, with domestic production expected to decline from 70,100 tons in 2021 to 58,300 tons in 2024 [11][12] - The demand for brominated flame retardants is influenced by the real estate and construction sectors, which are currently experiencing a downturn [11][13]

Core Viewpoint - Yaxing Chemical announced plans to acquire 100% equity of Shandong Tianyi Chemical through a combination of share issuance and cash payment, which will enhance its product offerings and overall competitiveness [1] Group 1: Acquisition Details - The acquisition will add bromine series fine chemical products to Yaxing Chemical's portfolio, including tetrabromobisphenol A, brominated epoxy resin, brominated polystyrene, decabromodiphenyl ether, and hydrobromic acid [1] - The transaction will also incorporate products from Tianyi Chemical's new materials, potassium salt, and membrane materials sectors, thereby improving product layout [1] Group 2: Financial Impact - The implementation of this transaction is expected to increase the asset scale, operating income, and net profit of Yaxing Chemical, contributing to diversified revenue sources and reduced overall operational risks [1] - The acquisition aims to optimize business layout and enhance sustainable development capabilities, ultimately improving the company's competitiveness [1]

最亲 ○ 单季度 11月17日晚间，亚星化学发布公告称，公司股票于11月18日开市起复牌。截至11月18日9时45分，公司股票开盘后涨停封板报9.79元/股，今年来股价已翻 倍。 | 交易类型 | 交易对方名称 | | --- | --- | | 发行股份及支付现金购买资产 | 山东天一控股集团股份有限公司等24 名山东天 | | | 一化学股份有限公司股东 | | 募集配套资金 | 包括潍坊市城市建设发展投资集团有限公司在内 | | | 的不超过 35 名符合条件的特定对象 | 截至本预案签署日，本次交易的审计及评估工作尚未完成，标的资产估值及定价尚未确定。本次交易预计将达到《重组管理办法》规定的重大资产重组标 准，构成上市公司重大资产重组。 亚星化学表示，交易完成后，公司的主要产品将新增溴系列精细化工产品，包括四溴双酚A、溴化环氧树脂、溴化聚苯乙烯、十溴二苯乙烷、氢溴酸等，以 及标的公司新材料板块、钾盐板块、膜材料板块的各项产品。 值得一提的是，本次交易构成关联交易。本次发行股份及支付现金购买资产交易对方之一华潍人才系公司控股股东潍坊市城投集团权属企业，同时本次募集 配套资金的认购方包括公司控股股东潍坊市 ...

Core Viewpoint - The company, Yaxing Chemical, has announced a non-public issuance plan to acquire 100% equity of Tianyi Chemical from 24 shareholders, which is expected to constitute a major asset restructuring [1] Group 1: Acquisition Details - The acquisition will be financed through the issuance of shares and cash payments [1] - The company plans to issue shares to no more than 35 qualified specific investors, including Weifang City Investment Group, to raise supporting funds [1] Group 2: Product Expansion - Post-transaction, the company's main products will include a range of bromine series fine chemical products such as tetrabromobisphenol A, brominated epoxy resin, brominated polystyrene, decabromodiphenyl ether, and hydrobromic acid [1] - The acquisition will also enhance the company's product portfolio in new materials, potassium salts, and membrane materials [1] Group 3: Strategic Implications - This transaction is expected to improve the company's product layout and enhance its profitability [1]

Core Viewpoint - Yaxing Chemical (600319) plans to acquire 100% equity of Tianyi Chemical from 24 shareholders through a combination of share issuance and cash payment, while also raising supporting funds from up to 35 qualified investors, including Weifang City Investment Group [2][3] Group 1: Transaction Details - The transaction involves issuing shares and cash to acquire assets from Shandong Tianyi Holding Group and other shareholders [3] - The share issuance price is set at 5.83 yuan per share, based on 80% of the average trading price of Yaxing Chemical's A-shares over the 120 trading days prior to the pricing benchmark [3] - Upon completion, Tianyi Chemical will become a wholly-owned subsidiary of Yaxing Chemical and will be included in the consolidated financial statements [3] Group 2: Tianyi Chemical Overview - Tianyi Chemical is a leading supplier of brominated flame retardants in China and is recognized as a high-tech enterprise and a "little giant" enterprise [4] - The company has the largest production capacity and output for its core products, with over 50% market share in China for tetrabromobisphenol A and decabromodiphenyl ether, and up to 70% in certain water-based functional monomers internationally [4] - Tianyi Chemical's projected revenues are 1.283 billion yuan for 2023 and 1.120 billion yuan for 2024, with net profits of 54 million yuan and 71 million yuan respectively [4] Group 3: Yaxing Chemical's Current Situation - Yaxing Chemical has faced operational challenges due to the relocation of its production facilities, leading to a restructuring of its competitive landscape and a decline in its market position [5] - The company reported a net loss of 97.03 million yuan for the full year of 2024, with a further loss of 144 million yuan in the first three quarters of the current year [5] - The acquisition of Tianyi Chemical will enhance Yaxing Chemical's product portfolio by adding brominated fine chemical products and other segments, which is expected to improve profitability and solidify its industry position [5]

Core Viewpoint - The company plans to acquire 100% equity of Shandong Tianyi Chemical Co., Ltd. from 24 shareholders through a combination of issuing shares and cash payment, along with raising supporting funds [1] Group 1: Acquisition Details - The acquisition will add a new range of bromine series fine chemical products to the company's main offerings, including tetrabromobisphenol A, brominated epoxy resin, brominated polystyrene, decabromodiphenyl ether, and hydrobromic acid [1] - The transaction will also incorporate products from the target company's new materials sector, potassium salt sector, and membrane materials sector [1] Group 2: Stock Market Impact - Following the completion of the transaction, the company's stock is set to resume trading on November 18, 2025, as per the application to the Shanghai Stock Exchange [1]

Core Viewpoint - The company plans to acquire 100% equity of Tianyi Chemical from 24 shareholders through a combination of issuing shares and cash payment, which will enhance its product portfolio and profitability [1] Group 1: Acquisition Details - The acquisition involves Tianyi Chemical, which will add bromine series fine chemical products to the company's offerings, including tetrabromobisphenol A, brominated epoxy resin, brominated polystyrene, decabromodiphenyl ether, and hydrobromic acid [1] - The company will also gain access to products from Tianyi Chemical's new materials, potassium salt, and membrane materials sectors [1] Group 2: Financial Aspects - The company intends to raise supporting funds by issuing shares to no more than 35 qualified investors, including Weifang City Investment Group [1] Group 3: Future Outlook - The transaction is expected to strengthen the company's product layout and enhance its profitability, laying a solid foundation for sustainable development and consolidation of its industry position [1] - The company's stock is set to resume trading on November 18, 2025, following an application to the Shanghai Stock Exchange [1]

Core Viewpoint - The company plans to acquire 100% equity of Tianyi Chemical from 24 shareholders through a combination of share issuance and cash payment, which will enhance its product portfolio and profitability [1] Group 1: Acquisition Details - The acquisition involves Tianyi Chemical, which will add bromine series fine chemical products to the company's offerings, including tetrabromobisphenol A, brominated epoxy resin, brominated polystyrene, decabromodiphenyl ether, and hydrobromic acid [1] - The company will also expand into new material sectors, potassium salt sector, and membrane material sector through this acquisition [1] Group 2: Financial Aspects - The company intends to raise supporting funds by issuing shares to no more than 35 qualified investors, including Weifang City Investment Group [1] Group 3: Future Outlook - The transaction is expected to solidify the company's product layout and enhance its profitability, laying a strong foundation for sustainable development and consolidation of its industry position [1] - The company's stock is set to resume trading on November 18, 2025, following an application to the Shanghai Stock Exchange [1]

Core Viewpoint - Yaxing Chemical (600319) announced a major asset restructuring plan, intending to acquire 100% equity of Tianyi Chemical from 24 shareholders through a combination of share issuance and cash payment, with trading resuming on November 18 [1] Group 1: Transaction Details - The transaction is expected to constitute a significant asset restructuring and related party transaction, but it will not qualify as a restructuring listing [1] - Yaxing Chemical plans to raise supporting funds by issuing shares to no more than 35 qualified specific investors, including Weifang City Investment Group [1] Group 2: Business Impact - Tianyi Chemical operates in four main sectors: flame retardants, new materials, potassium salts, and membrane materials, and is a leading supplier in the brominated flame retardants market in China [1] - Post-transaction, Yaxing Chemical's product portfolio will expand to include brominated fine chemical products such as tetrabromobisphenol A, brominated epoxy resin, brominated polystyrene, decabromodiphenyl ether, and hydrobromic acid, along with products from Tianyi Chemical's new materials, potassium salts, and membrane materials sectors [1]

Core Viewpoint - Yaxing Chemical (600319.SH) is planning to acquire control of Shandong Tianyi Chemical Co., Ltd. through a combination of share issuance and cash payment, which is expected to constitute a major asset restructuring and related party transaction [1] Group 1: Acquisition Details - The acquisition is still in the planning stage, and there are uncertainties regarding the transaction [1] - Yaxing Chemical's stock will be suspended from trading starting November 4, 2025, for a period not exceeding 10 trading days to protect investor interests [1] - The company has signed a preliminary investment cooperation agreement with Tianyi Holdings to purchase shares of Tianyi Chemical [5] Group 2: Tianyi Chemical Overview - Tianyi Chemical, established in November 2002, specializes in the manufacturing of chemical raw materials and products, with a registered capital of 89.79 million yuan [2] - The company has a production capacity exceeding 60,000 tons annually and an annual output value of 1 billion yuan, exporting products globally [2] - Tianyi Chemical holds over 50% market share in domestic brominated flame retardants and up to 70% in certain water-based functional monomers internationally, positioning it as a "hidden champion" in its niche [3] Group 3: Financial Performance and Challenges - Yaxing Chemical reported a revenue of 641 million yuan for the first three quarters of 2025, a decrease of 2.53% year-on-year, with a net profit attributable to shareholders of -144 million yuan [5] - The company is facing significant financial pressure and has highlighted risks related to funding in its recent financial reports [6] - Yaxing Chemical is in a critical transformation phase, with several new projects requiring substantial capital investment, including a high-end material project and two other industrialization projects [6]