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苏州规划溢价重组将增商誉2.08亿 标的尚未盈利承诺三年归母净利7500万
Chang Jiang Shang Bao· 2025-11-10 23:48
Core Viewpoint - Suzhou Planning (301505.SZ) is expanding into the low-altitude economy by acquiring 100% of Beijing Dongjin Aviation Technology Co., Ltd. for 250 million yuan, marking a strategic shift towards new productive forces [1][3][4]. Group 1: Acquisition Details - The acquisition price for Dongjin Aviation is set at 250 million yuan, with a total valuation of 254 million yuan, resulting in a premium rate of 217.05% [2][3]. - The payment structure includes 195 million yuan in shares and approximately 54.61 million yuan in cash, with additional fundraising of up to 50 million yuan planned to cover transaction costs [2][3]. - Post-acquisition, Dongjin Aviation will become a wholly-owned subsidiary of Suzhou Planning, enhancing its business portfolio in the low-altitude economic sector [1][2]. Group 2: Financial Performance and Projections - Dongjin Aviation has not yet achieved profitability, with projected losses of 10.92 million yuan, 25.61 million yuan, and 3.46 million yuan for the years 2023 to mid-2025 [4][5]. - The company has committed to achieving audited net profits of no less than 7.5 million yuan over three years, with specific targets of 1.5 million yuan, 2.5 million yuan, and 3.5 million yuan for 2026, 2027, and 2028 respectively [5][6]. - Suzhou Planning has faced declining revenues and profits since its IPO, with a revenue drop of 3.3% and 21.24% in 2023 and 2024, respectively, and a significant decline in net profit [5][6]. Group 3: Strategic Implications - The acquisition is viewed as a critical move for Suzhou Planning to optimize its industrial layout and transition towards new productive forces, particularly in air traffic management [3][7]. - The integration of Dongjin Aviation is expected to create synergies in planning capabilities and data accumulation, as both companies share similar client bases in government and state-owned enterprises [2][3]. - Despite the anticipated short-term financial impact due to high R&D costs and share payment expenses, the long-term outlook for Dongjin Aviation is positive, with expectations of future profitability driven by growth in the low-altitude economy [7].
苏州规划审议通过2025年三季报 两募投项目延期不改变投资总额
Xin Lang Cai Jing· 2025-10-26 08:55
Group 1 - The company Suzhou Planning Design Research Institute Co., Ltd. held its seventh meeting of the fifth board of directors on October 24, where it approved the Q3 2025 report and the proposal for the extension of certain fundraising investment projects [1][2]. - The board meeting was attended by all seven directors, confirming that the meeting procedures complied with legal and regulatory requirements, thus ensuring the validity of the resolutions [2]. - The Q3 2025 report was deemed to accurately reflect the company's financial status and operational results, with no false records or misleading statements [3]. Group 2 - The board approved adjustments to the expected usable status dates for the "Smart City Comprehensive Management Platform Construction Project" and the "Regional Marketing Center Construction and Design Specialization Expansion Project," without changing the total investment amount or project content [4]. - The decision regarding the project extensions was supported by the sponsor, Changjiang Securities, which confirmed compliance with decision-making procedures and alignment with the interests of the company and its shareholders [4]. - Relevant documents related to the board resolutions, including the meeting minutes and audit committee opinions, are available for investors to review on the specified information platform [5].
业绩连降的苏州规划拟全资买东进航科 标的2年1期均亏
Zhong Guo Jing Ji Wang· 2025-07-15 07:05
Core Viewpoint - Suzhou Planning (301505.SZ) has resumed trading and announced a plan to acquire 100% of Beijing Dongjin Aviation Technology Co., Ltd. through a combination of issuing shares and cash payment, with the share issuance price set at 18.00 yuan per share [1][2]. Group 1: Transaction Details - The acquisition involves issuing shares and cash payment, with the exact number of shares and cash ratio to be determined after final negotiations on the transaction price [1][2]. - The company plans to raise funds from no more than 35 specific investors through an inquiry-based share issuance, with the total amount not exceeding 100% of the transaction price [2][3]. - The transaction is not expected to meet the criteria for a major asset restructuring as per the relevant regulations [2][3]. Group 2: Financial Performance of Target Company - Beijing Dongjin Aviation Technology reported revenues of 55.63 million yuan, 59.40 million yuan, and 9.08 million yuan for the years 2023, 2024, and the first quarter of 2025, respectively, with net losses of 8.49 million yuan, 33.01 million yuan, and 26.32 million yuan during the same periods [5][6]. - The total assets of Dongjin Aviation Technology were 84.41 million yuan as of March 31, 2025, with total liabilities of 66.25 million yuan [7]. Group 3: Strategic Implications - The acquisition is expected to help Suzhou Planning expand its core business from ground space planning to a comprehensive service model that includes "air-ground integration" planning and management [4]. - The transaction aims to enhance the company's overall service capabilities in urban construction and development [4].