Group 1 - The core point of the article is that *ST Zhongji has made significant progress in its pre-restructuring efforts, with the selection of Xinjiang Xinye State-owned Assets Management Group as the industrial investor and seven financial investors [1] - The agreement states that Xinjiang Xinye will acquire 276 million shares at a price of 1.81 yuan per share, totaling approximately 500 million yuan, while financial investors will acquire 240 million shares at 2.52 yuan per share, totaling 617 million yuan [1] - Following the restructuring, the total share capital of the company will increase from 770 million shares to 1.619 billion shares, with Xinjiang Xinye potentially becoming the controlling shareholder [1] Group 2 - The restructuring is expected to improve the financial structure and alleviate the debt crisis, while also introducing new capital to restore ongoing operational capabilities [2] - However, the company still faces delisting risks if the audited net profit for 2024 is negative, and if the operating revenue is below 300 million yuan, with negative net assets [2] - In the secondary market, *ST Zhongji recorded nine trading limits within 18 trading days, with a cumulative increase of 45.63% [2] Group 3 - As of June 2025, the company's total operating revenue was 245 million yuan, a slight decrease of 0.08% year-on-year, and it reported a net loss of 74.7031 million yuan [3]

Core Viewpoint - The company is facing significant financial challenges, including negative profits and net assets, which may lead to delisting risks from the Shenzhen Stock Exchange if not addressed [2][3]. Financial Performance - The company's total revenue for the reporting period was approximately 244.93 million yuan, a slight decrease of 0.08% compared to the previous year [5]. - The net profit attributable to shareholders was a loss of approximately 74.70 million yuan, compared to a profit of 11.80 million yuan in the same period last year [5]. - The company's total assets decreased by 20.62% to approximately 1.38 billion yuan, while net assets attributable to shareholders were negative at approximately -102.07 million yuan [5]. Business Operations - The company is involved in the production and international trade of large-pack tomato sauce, which has seen a decline in export value by approximately 40% year-on-year [8]. - The domestic market for tomato products has been growing at an average annual rate of 13% over the past three years, driven by increasing health awareness among consumers [8]. - The company has a significant geographical advantage in Xinjiang, which is a key area for tomato cultivation and processing [8]. Competitive Advantages - The company benefits from a strong resource base in Xinjiang, which is recognized as one of the world's best regions for tomato cultivation [8]. - The company has established an innovation mechanism that combines production, learning, and research, leading to the development of new products and technologies [7][8]. Risk Factors - The company is currently under a pre-restructuring process due to its inability to repay debts, which poses a risk of bankruptcy if the restructuring fails [3][10]. - The company plans to not distribute cash dividends or issue new shares, indicating a focus on financial recovery [3][10].

Core Viewpoint - The company *ST Zhongji has initiated a pre-restructuring process, aiming to attract both industrial and financial investors to optimize its financial structure and ensure sustainable operations [1][2]. Group 1: Pre-restructuring Process - On July 28, the Sixth Division Intermediate Court issued a "Pre-restructuring Notice" to initiate the pre-restructuring of *ST Zhongji [1]. - The court appointed the Zhongji Health Liquidation Group as the temporary administrator for *ST Zhongji [1]. - The company announced on August 5 that it would publicly recruit restructuring investors to facilitate the pre-restructuring process with Hongse Tomato Company [1]. Group 2: Company Background - *ST Zhongji is a producer of tomato products based in Xinjiang, specializing in large-pack tomato sauce, small-pack tomato products, and lycopene soft capsules [1]. - Hongse Tomato Company is a core asset and main operating entity within the *ST Zhongji system [1]. Group 3: Recruitment of Investors - The recruitment aims to attract industrial and financial investors to leverage their advantages for resource integration, risk mitigation, and optimization of the company's financial and governance structures [1]. - The conditions for potential restructuring investors include having a minimum total asset of 30 billion yuan and an annual revenue of at least 3 billion yuan [2]. Group 4: Financial Performance - *ST Zhongji expects a net loss of 60 million to 90 million yuan for the first half of the year, primarily due to a significant drop in average sales prices despite a 160% increase in sales volume of large-pack tomato sauce [3]. - The company reported a 60% increase in interest expenses due to a rise in total borrowings [3]. Group 5: Previous Transactions - *ST Zhongji previously planned to acquire 100% of Xinjiang New Energy Chemical Co., which would have constituted a major asset restructuring, but the company announced the termination of this transaction due to changes in market conditions and transaction timelines [2].

关于对中基健康产业股份有限公司 深圳证券交易所重组问询函的回复 关于对中基健康产业股份有限公司 报告书显示,新疆新粮艳阳天番茄股份有限公司(以下简称"新粮艳阳天"或 "标的公司"）的主营业务为番茄制品的生产和销售,主要产品为大桶番茄酱和小包 装 番茄制品。此外,报告期内新粮艳阳天还从事番茄制品的贸易业务和代理服务。 2022 年,新粮艳阳天自产番茄制品业务收入 3,940.65 万元,占主营业务收入的 27.76%, 番茄制品贸易业务收入 10,205.54 万元,占主营业务收入的 71.89%，贸易业务收入中以 总额法确认收入占比 93.32%，以净额法确认收入占比 6.68%。 请你公司: (1)按业务模式,分季度说明新粮艳阳天报告期内主要业务的开展情况,包括 但不限于实现的营业收入、营业成本、毛利率等主要财务指标,并详细说明相关贸易 业务和代理服务的盈利模式; (2) 说明报告期内新粮艳阳天采用总额法和净额法确认收入的贸易业务内容、 金额,采用不同收入确认方法的依据及合理性; (3)说明标的公司贸易业务的销售路径,物流与资金流的匹配情况,相关客户 采购后的销售或使用情况、退换货情况,是否存在相关产品在各 ...