昔日装饰复合材料龙头华立股份（SH603038，股价16.59元，市值45亿元）的转型之路再现波澜。 12月29日晚，华立股份公告称，因交易各方未能就交易核心条款达成共识，公司决定终止收购北京中科汇联科技股份有限公司（以下简称"中科汇联"）51% 的股份。 两个月前，华立股份宣布对中科汇联的收购事项，称这是公司将数字化板块业务进一步拓展的重要措施。 当时，华立股份连续发布公告，称于10月30日与中科汇联的股东游世学、北京中科汇合控股有限公司、北京合和汇科技中心（有限合伙）等签署了股份收购 意向协议，拟以自有或自筹资金方式现金收购现有股东持有的中科汇联51%的股份。记者注意到，在华立股份宣布收购事项前后，该公司股价分别收获涨停 与跌停。 华立股份当时还介绍，中科汇联已在数智政务、数智企业等领域实现了广泛而成熟的落地应用，并在政务领域构建了经国家网信办算法备案的"慧政大模型 生成合成算法"垂类大模型等，收购将有助于提升公司数字化板块的技术能力和业务规模占比，形成公司新的利润增长点。 公告显示，中科汇联是一家提供智能交互和决策、数智内容管理软件产品和解决方案的国家级专精特新"小巨人"企业，曾在2023年启动IPO辅 ...

这笔收购计划初次披露于10月29日。彼时华立股份称，拟现金收购中科汇联51%的股份，令中科汇联成 为公司的控股子公司，初步测算本次收购不构成重大资产重组。各方随后就这笔交易签署了股份收购意 向性协议，最终收购中科汇联的股份比例及交易价格等最终交易方案始终未能确定。华立股份曾提示风 险称，中科汇联所经营业务非公司目前主营方向，在协议履行过程中，可能多种因素使投资决策方案变 更或交易失败的风险。 对于华立股份而言，这笔交易本是公司数字化板块业务进一步拓展的重要措施。华立股份从装饰复合材 料领域起步，历经30年发展目前业务包括家居建材业务、智慧水务业务、膜滤材料业务、产业数智化业 务等领域。成立于北京中关村的中科汇联则主要提供智能交互和决策、数智内容管理软件产品和解决方 案，其中在政务领域中科汇联构建了经国家网信办算法备案的"慧政大模型生成合成算法"垂类大模型。 华立股份正在加大对数字化板块的投入，其中在智慧水务业务领域，华立股份推出了融合智能化、模块 化、高效能特性的"S7系列一体化装备水厂"，并上线智能反洗、AI诊断、智能加药等核心模块，探索性 接入AI大模型。同时，华立股份董事长兼总裁董建刚曾在调研活动上明确 ...

Core Viewpoint - Huali Co., Ltd. plans to acquire 51% of Beijing Zhongke Huilian Technology Co., Ltd. to accelerate its digital transformation and create new profit growth points [1][10]. Group 1: Acquisition Details - The acquisition will be executed through cash payment using self-owned or raised funds, with specific share transfer ratios to be determined upon signing the formal agreement [6]. - Huali has signed a letter of intent with existing shareholders of Zhongke Huilian, which includes multiple entities and individuals [4]. - The remaining 49% of Zhongke Huilian's shares will be considered for acquisition after the completion of the 51% stake, contingent on performance commitments for the fiscal years 2025 to 2027 [8][9]. Group 2: Financial Performance - As of the first half of 2025, Huali reported a revenue of 533.22 million yuan, a year-on-year increase of 40.05%, while the net profit attributable to shareholders decreased by 1.49% to 18.11 million yuan [11][12]. - The company aims to enhance its digital sector's technical capabilities and business scale through this acquisition, which is expected to contribute to new profit growth [10]. Group 3: Zhongke Huilian's Profile - Zhongke Huilian, established in 1999, specializes in intelligent interaction and decision-making software, with applications in various sectors including smart governance and finance [10]. - The company has developed a large model algorithm for governance, which has been officially registered with the National Internet Information Office [10].

Group 1 - Huali Co., Ltd. plans to acquire 51% of Beijing Zhongke Huilian Technology Co., Ltd. to accelerate digital transformation and create new profit growth points [1][10] - The acquisition will be funded through self-owned or raised funds, with specific share transfer ratios to be determined upon signing the formal share transfer agreement [5][8] - The remaining 49% of Zhongke Huilian's shares will be considered for acquisition after the completion of the 51% stake, contingent on performance commitments for the fiscal years 2025 to 2027 [8][9] Group 2 - Huali Co., Ltd. reported a revenue of 533.22 million yuan for the first half of 2025, representing a year-on-year increase of 40.05%, while net profit attributable to shareholders decreased by 1.49% to 18.11 million yuan [11][13] - Zhongke Huilian, established in 1999, specializes in intelligent interaction and decision-making software, with applications in various sectors including smart governance and finance [11] - The acquisition is expected to enhance Huali's digital capabilities and business scale, contributing to its overall growth strategy [10][11]

Core Viewpoint - Huali Co., Ltd. plans to acquire 51% of Beijing Zhongke Huilian Technology Co., Ltd. to accelerate its digital transformation and create new profit growth points [2][15]. Group 1: Acquisition Details - The acquisition will be conducted through cash payment using self-owned or raised funds, with specific share transfer ratios to be determined upon signing the formal share transfer agreement [10][8]. - The remaining 49% of Zhongke Huilian's shares will be acquired based on the completion of performance commitments for the fiscal year 2025, within 12 to 18 months after the initial transaction [13][14]. - The valuation of the remaining shares will not be lower than the current valuation and will be determined based on future assessments [14]. Group 2: Financial Performance - For the first half of 2025, Huali Co., Ltd. reported revenue of 533.22 million yuan, a year-on-year increase of 40.05%, while the net profit attributable to shareholders decreased by 1.49% to 18.11 million yuan [18]. - The company’s net profit after excluding non-recurring items increased by 64.15% to 16.51 million yuan [18]. Group 3: Zhongke Huilian's Business Overview - Zhongke Huilian, established in 1999, specializes in intelligent interaction and decision-making software, with applications in various sectors including smart governance, finance, and education [16]. - The company has developed a large model for governance, which is registered with the National Cyberspace Administration, and offers a range of products such as intelligent asset management platforms and content management systems [16].

Core Viewpoint - The company plans to acquire 51% of Beijing Zhongke Huilian Technology Co., Ltd. ("Zhongke Huilian") through cash using its own or raised funds, making Zhongke Huilian a subsidiary after the acquisition [1] Group 1: Acquisition Details - The acquisition will be executed through a non-binding agreement with the existing shareholders of Zhongke Huilian [1] - Upon completion, Zhongke Huilian will become a controlling subsidiary of the company [1] Group 2: Company Profile - Zhongke Huilian is recognized as a national-level specialized and innovative "little giant" enterprise [1] - The company provides intelligent interaction and decision-making, as well as digital content management software products and solutions [1] Group 3: Market Applications - Zhongke Huilian has established extensive applications in various sectors including smart government, smart finance, smart enterprises, smart healthcare, and smart education [1] - In the government sector, it has developed a large model generation and synthesis algorithm that has been filed with the National Cyberspace Administration [1] Group 4: Product Offerings - The company offers a series of products and services such as "Intelligent Asset Management Decision Platform," "Unified Intelligent Interaction System," "Virtual Digital Human," and "Content Management System" [1]

Core Viewpoint - The company plans to acquire 51% of Beijing Zhongke Huilian Technology Co., Ltd. ("Zhongke Huilian") through cash using its own or raised funds, making Zhongke Huilian a subsidiary after the acquisition [1] Group 1: Acquisition Details - The acquisition will be executed through a letter of intent with the existing shareholders of Zhongke Huilian [1] - Upon completion, Zhongke Huilian will become a controlling subsidiary of the company [1] Group 2: Company Profile of Zhongke Huilian - Zhongke Huilian is recognized as a national-level specialized and innovative "little giant" enterprise [1] - The company provides intelligent interaction and decision-making, as well as digital content management software products and solutions [1] - It has established extensive applications in various fields including smart governance, finance, enterprises, healthcare, and education [1] Group 3: Product and Service Offerings - Zhongke Huilian has developed a large model generation synthesis algorithm for governance, which is registered with the National Internet Information Office [1] - The company offers a series of products and services such as "Intelligent Asset Management Decision Platform," "Unified Intelligent Interaction System," "Virtual Digital Human," and "Content Management System" [1] - Its client base includes numerous party and government agencies, financial institutions, and central state-owned enterprises [1]