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002795,终止控制权变更
Core Viewpoint - Yonghe Intelligent Control's proposed change of control has been terminated due to the failure of the counterparty to fulfill payment obligations, marking the third failed attempt at a change of control since Cao Delin became the actual controller [1][2]. Group 1: Control Transfer Details - On August 5, 2023, Cao Delin signed a share transfer agreement to sell approximately 35.66 million shares (8% of total shares) to Hangzhou Runfeng for about 320 million yuan at a price of 8.9736 yuan per share [2]. - The agreement was automatically invalidated and terminated due to Hangzhou Runfeng's failure to pay the initial transfer amount of 20.0015 million yuan by the agreed deadline [2]. - The voting rights entrusted to Hangzhou Runfeng by Cao Delin and Xia Zuwang were also rendered void following the termination of the share transfer agreement [2]. Group 2: Historical Context of Control Changes - Yonghe Intelligent Control was established in 2003 and went public in April 2016, originally controlled by Ying Xueqing and Chen Xianyun [4]. - The first change of control occurred in November 2019 when Chengdu Meihua Shengxin Medical Technology became the indirect controlling shareholder, with Cao Delin becoming the new actual controller [4]. - In November 2022, Cao Delin planned to transfer all his shares (approximately 60.47 million shares, 19.58% of total shares) to Huzhou Hecheng Equity Investment, but the plan was terminated within a month [5]. Group 3: Financial Performance and Legal Issues - Yonghe Intelligent Control has faced declining financial performance, with revenues of 948 million yuan, 823 million yuan, and 149 million yuan for 2023, 2024, and Q1 2025 respectively, and net losses of 156 million yuan, 297 million yuan, and 20 million yuan for the same periods [7]. - The company anticipates a loss of 30 million to 56 million yuan in the first half of 2025, compared to a loss of 56.23 million yuan in the same period last year [7]. - The company has also disclosed ongoing litigation and arbitration matters totaling 64.83 million yuan, exceeding 10% of the latest net assets [7].