【导读】国林科技拟以现金购买凯涟捷91.07%股权，构成重大资产重组，但股票不停牌 9月29日晚间，国林科技（证券代码：300786）公告称，正在筹划以现金方式购买新疆凯涟捷石化有限公司（以下简称凯涟捷）91.07%股权。本次交易完 成后，公司将取得凯涟捷的控制权。本次交易预计构成重大资产重组。 国林科技表示，本次交易不涉及发行股份，不构成关联交易，也不会导致公司控股股东和实际控制人发生变更。同时，根据《上市公司股票停复牌规则》 《深圳证券交易所上市公司自律监管指引第6号——停复牌》的相关规定，本次筹划事项公司股票不停牌。 瞄准产业链协同 拟并购上游企业 根据公告，近日，国林科技与银邦海外化学企业有限公司（以下简称银邦化学）签署了《框架协议》，国林科技拟以自有资金并结合银行并购贷款等方式 筹集资金，从银邦化学手中购买凯涟捷91.07%的股权。 本次交易后，银邦化学不再持有凯涟捷股份，凯涟捷将成为国林科技的控股子公司。 资料显示，凯涟捷成立于2005年8月，经营范围包括顺丁烯二酸酐（顺酐）及液化气的生产和销售。 截至公告披露日，凯涟捷共有2名股东，除了银邦化学持股91.07%外，另一股东新疆轮园投资开发建设有限 ...

Core Viewpoint - Guolin Technology plans to acquire 91.07% of Xinjiang Kailianjie Petrochemical Co., Ltd. in a cash transaction, which constitutes a significant asset restructuring while the company's stock will not be suspended from trading [2][4]. Group 1: Acquisition Details - The acquisition will be funded through the company's own funds and bank acquisition loans, as per the framework agreement signed with Yinbang Overseas Chemical Co., Ltd. [6][7]. - Following the transaction, Kailianjie will become a subsidiary of Guolin Technology, with Yinbang Chemical no longer holding any shares [7]. - Kailianjie, established in August 2005, specializes in the production and sale of maleic anhydride and liquefied gas [8][11]. Group 2: Strategic Importance - The acquisition is expected to create a synergistic relationship between Kailianjie and Guolin Technology's existing business, particularly as maleic anhydride is a key raw material for the company's acetic acid products [12][21]. - This move aims to enhance the company's market competitiveness and operational scale, aligning with the interests of the company and its shareholders [12][21]. Group 3: Financial Performance - Guolin Technology has faced financial challenges, reporting net profits of 0.18 billion, -0.29 billion, and -0.50 billion from 2022 to 2024, indicating consecutive years of losses with an increasing loss margin [16]. - The company's gross margin has declined from 37.34% in 2022 to 21.04% in 2024, reflecting intensified competition in the ozone generator market and high initial costs in the acetic acid business [18]. - In the first half of 2025, Guolin Technology achieved revenue of 2.59 billion, a year-on-year increase of 22.99%, but the gross margin continued to decline to 19.79% [19]. Group 4: Market Reaction - On September 29, Guolin Technology's stock closed at 16.55 CNY per share, up 1.22%, with a total market capitalization of 30.45 billion CNY [22].

Group 1 - The core viewpoint of the article highlights that Guolin Technology's stock price decreased by 0.49% on August 26, closing at 16.17 yuan, with a trading volume of 77,750 hands and a transaction amount of 1.26 billion yuan [1] - Guolin Technology specializes in the research, development, production, and sales of ozone system equipment and related products, which are widely used in environmental protection and semiconductor industries [1] - The company is involved in the environmental protection sector and also engages in air energy heat pumps and China-Russia trade concepts [1] Group 2 - On August 26, Guolin Technology stated on an interactive platform that its ozone system equipment for the semiconductor sector matches the performance indicators of imported equipment, with core components and most accessories being self-developed [1] - The company is actively expanding its customer base in the semiconductor field, with related business expected to gradually increase based on customer validation [1] - Guolin Technology also mentioned that its ultrasonic cleaning transducers need to be used in conjunction with integrated equipment [1] Group 3 - On August 26, the net outflow of main funds for Guolin Technology was 16.6081 million yuan, accounting for 0.7% of the circulating market value [1] - Over the past five days, the cumulative net outflow of main funds reached 10.6584 million yuan, representing 0.45% of the circulating market value [1]