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海王英特龙(08329):海王生物拟变更其股权架构

Nep Interlong (08329): Shenzhen Neptunus Bioengineering plans to change its equity structure.

Zhitong Finance ·  Jul 29, 2024 12:35

Nep Interlong (08329) announced that the company was informed by Shenzhen Neptune Bioengineering Co., Ltd. (Neptune Bioengineering)...

Neptune Interlong (08329) announced that the company was informed by Shenzhen Neptune Bioengineering Co., Ltd. (Neptune Bioengineering) that it plans to change its equity structure. Neptune Bioengineering is the controlling shareholder of the company, holding a total of 1.233 billion shares of the company's domestic shares, directly and indirectly, accounting for approximately 73.51% of the company's issued share capital as of the date of this announcement.

As of the date of this announcement, Shenzhen Haiwang Group Co., Ltd. (Haiwang Group) holds 1.216 billion shares of Neptune Bio-technology and has the right to beneficially own approximately 46.23% of the total issued share capital of Neptune Bio-technology (excluding repurchased shares to be cancelled). On July 28, 2024, Haiwang Group and (including) Guangdong Silk Textile Group Co., Ltd. (Textile Group) separately entered into a share transfer agreement and a voting rights waiver agreement. According to these agreements, after the completion of the necessary conditions (including but not limited to obtaining all necessary corporate, government or regulatory approvals), Textile Group will purchase 0.3157 billion shares of Neptune Bio-technology from Haiwang Group (share transfer), while Haiwang Group, Mr. Zhang Simin, Mr. Zhang Feng and Ms. Wang Fei will waive all their voting rights in Neptune Bio-technology. After the completion of the share transfer, Textile Group will have the right to beneficially own approximately 12% of the total issued share capital of Neptune Bio-technology (excluding repurchased shares to be cancelled), and the controlling shareholder and actual controller of Neptune Bio-technology will be changed to the People's Government of Guangdong Province.

On the same day, Neptune Bio-technology entered into share subscription agreements with Textile Group and Guangdong Provincial Guangxin Holdings Group Co., Ltd. (Guangxin Holdings), respectively. According to these agreements, after the fulfillment of certain conditions (including but not limited to obtaining corporate, government or regulatory approvals), Textile Group and Guangxin Holdings will jointly subscribe for up to 0.62 billion shares of Neptune Bio-technology (share subscription). Therefore, after the share transfer and share subscription, Textile Group and Guangxin Holdings will jointly hold 28.78% of the total issued share capital of Neptune Bio-technology (excluding repurchased shares to be cancelled).

The Board of Directors believes that the share transfer and share subscription are not expected to have any significant impact on the company's normal operations.

The translation is provided by third-party software.


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