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格科微: 格科微有限公司简式权益变动报告书-华登美元基金
Zheng Quan Zhi Xing· 2025-09-04 13:19
Core Viewpoint - The report outlines the equity changes of GeKong Microelectronics Co., Ltd. (格科微有限公司), detailing the reduction in shareholding by several entities associated with Pacven Walden Ventures, primarily due to a combination of share reduction through competitive bidding and dilution from employee stock options [1][4]. Summary by Sections Section 1: Definitions - The report defines key terms related to the equity change, including the parties involved and the nature of the equity change [1]. Section 2: Information Disclosure Obligors - Five entities are identified as information disclosure obligors, all linked to Pacven Walden Ventures, with their respective addresses and registration details provided [2][3][4]. Section 3: Purpose of Equity Change - The equity change is attributed to: 1. Reduction of shares through competitive bidding 2. Passive dilution due to the exercise of employee stock options 3. Share reduction through inquiry transfer for financial needs - The change will not affect the control of the company or its governance structure [4]. Section 4: Method of Equity Change - Prior to the change, the obligors held a total of 126,821,550 shares, representing 5.08% of the total share capital. After the change, they hold 119,721,550 shares, or 4.60% of the total share capital. The reduction involved 7,100,000 shares [5][6]. Section 5: Trading History - There were no transactions involving the company's shares by the obligors in the six months preceding the report [6]. Section 6: Other Significant Matters - The obligors have disclosed all relevant information regarding the equity change and confirmed no other significant matters related to the change [7]. Section 7: Declaration of Information Disclosure Obligors - The obligors affirm the accuracy and completeness of the report, taking legal responsibility for its content [7].
格科微: 格科微有限公司简式权益变动报告书-Uni-sky、Cosmos及New Cosmos
Zheng Quan Zhi Xing· 2025-09-04 13:19
Core Points - The report details a change in equity ownership for GeKowei Co., Ltd. due to a share reduction through a price inquiry transfer and passive dilution [1][6][10] - The equity change does not affect the control of the company or its governance structure significantly [6][10] Group 1: Equity Change Details - The equity change occurred on September 4, 2025, with Cosmos L.P. and New Cosmos L.P. reducing their holdings by 43,781,799 shares, representing 1.68% of the total share capital [1][6][10] - Prior to the change, the information disclosing parties held a total of 1,375,199,100 shares, accounting for 55.03% of the company’s total capital [6][10] - After the equity change, the total shares held by the information disclosing parties decreased to 1,331,417,301 shares, which is 51.20% of the total capital [10] Group 2: Information Disclosing Parties - The information disclosing parties include Cosmos L.P., New Cosmos L.P., and Uni-sky Holding Limited, all of which are foreign enterprises registered in the Cayman Islands and the British Virgin Islands [5][6] - Cosmos L.P. and New Cosmos L.P. are controlled by Uni-sky Holding Limited, establishing them as acting in concert [5][6] Group 3: Future Intentions - The information disclosing parties do not rule out the possibility of further changes in their equity holdings within the next 12 months [6][10] - There have been no other transactions involving the company's shares by the information disclosing parties in the six months preceding the report [8]
格科微(688728) - 中信证券股份有限公司关于格科微有限公司股东向特定机构投资者询价转让股份的核查报告
2025-09-04 12:45
中信证券股份有限公司 关于格科微有限公司 股东向特定机构投资者询价转让股份的核查报告 中信证券股份有限公司(以下简称"中信证券"或"组织券商")受委托担任 Cosmos L.P.、New Cosmos L.P.、Keenway International Limited、Pacven WaldenVentures V, L.P. 、 Pacven Walden Ventures Parallel V-A, C.V. 、 Pacven WaldenVentures Parallel V-B, C.V.、 Pacven Walden Ventures V-QP Associates Fund, L.P.、Pacven Walden Ventures V Associates Fund, L.P.、上海橙原科技合伙企业(有限合伙)(以下合称"转让方")以向特定机 构投资者询价转让(以下简称"询价转让")方式减持所持有的格科微有限公司(以下 简称"公司"或"格科微")首次公开发行前已发行股份的组织券商。 经核查,中信证券就本次询价转让的股东、受让方是否符合《上海证券交易所科创 板上市公司自律监管指引第 4 号——询价 ...
格科微: 格科微有限公司2025年第二次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-09-04 09:12
Core Points - The company is preparing to hold a shareholder meeting to ensure the orderly conduct and efficiency of the meeting [1][2] - Shareholders must arrive 30 minutes prior to the meeting for registration and verification of their attendance [2][3] - The meeting will include a voting process for various proposals, including the issuance of medium-term notes [5][6] Meeting Procedures - Only verified shareholders, directors, and invited personnel are allowed to attend the meeting [1][2] - Shareholders have the right to speak, inquire, and vote during the meeting, but must adhere to the rules and maintain order [2][3] - Questions and speaking requests should be submitted in advance to ensure time management during the meeting [3][4] Voting and Proposals - The voting will be conducted through both on-site and online methods, with each share granting one vote [4][5] - The company plans to issue medium-term notes not exceeding RMB 1.5 billion to optimize its financing structure and support operational activities [5][6] - The board of directors is seeking authorization from shareholders to manage all aspects related to the issuance of the medium-term notes [7][8] Financial Impact - The issuance of medium-term notes is expected to enhance the company's development, broaden financing channels, and improve liquidity management [8]
格科微(688728) - 格科微有限公司2025年第二次临时股东会会议资料
2025-09-04 09:00
证券代码:688728 证券简称:格科微 格科微有限公司 2025 年第二次临时股东会会议资料 一、 为确认出席会议的股东、股东代理人(以下合称"出席股东")及其他出 席者("出席股东"与"其他出席者"以下合称"出席人员")的出席资格,会议工作 人员及见证律师将在会议召开前对出席人员的身份进行必要的核对,请出席人员 给予配合。 二、 为保证会议的严肃性和正常秩序,切实维护出席人员的合法权益,除 符合参会条件的出席股东、公司董事、公司高级管理人员、见证律师及董事会邀 请的其他人员外,公司有权依法拒绝其他无关人员参与会议。 三、 出席股东请在会议召开前 30 分钟到达会议现场办理签到手续,并按工 作人员及见证律师的要求出示股东会通知列明的登记资料,经验证合格后方可参 与会议。会议开始即停止办理签到手续,并由会议主持人宣布出席会议的股东人 数及其所持有表决权的股份总数,在此之前未完成签到及验证程序的股东,公司 有权拒绝其参与投票表决。 四、 会议将按照通知所列顺序审议并表决议案。 2025 年 9 月 | 2025 | 年第二次临时股东会会议议程 3 | | --- | --- | | 2025 年第二次临时股东会 ...
格科微: 格科微:股东询价转让定价情况提示性公告
Zheng Quan Zhi Xing· 2025-08-29 17:57
Group 1 - The preliminary transfer price for the share transfer of Gekewei Co., Ltd. is set at 15.00 yuan per share [1][2] - A total of 18 institutional investors participated in the pricing inquiry, including fund management companies, qualified foreign institutional investors, insurance companies, securities companies, and private equity fund managers [2] - The total number of shares to be transferred is 57,781,799, with 17 institutional investors identified as the preliminary transferees [2]
格科微: 中信证券股份有限公司关于格科微有限公司股东向特定机构投资者询价转让股份相关资格的核查意见
Zheng Quan Zhi Xing· 2025-08-29 17:25
Core Viewpoint - The article discusses the qualification verification opinion by CITIC Securities regarding the share transfer of Gekewei Co., Ltd. by its shareholders to specific institutional investors before the company's initial public offering. Group 1: Share Transfer Delegation - CITIC Securities has been entrusted by the shareholders of Gekewei Co., Ltd. to organize and implement the inquiry transfer of shares to specific institutional investors [1][2]. Group 2: Qualification Verification Process - CITIC Securities conducted a qualification verification of the shareholders involved in the share transfer, ensuring compliance with relevant regulations [2][20]. - The verification process included interviews, inquiries, and collection of relevant documents from the shareholders [2][20]. Group 3: Shareholder Qualification Details - Cosmos L.P. is a foreign enterprise established on March 16, 2020, with a business focus on employee stock ownership platforms, and has been verified as legally existing without any termination circumstances [3][4]. - New Cosmos L.P. is also a foreign enterprise, established on March 16, 2020, serving as an advisory stock ownership platform, and has met the necessary legal qualifications [5][6]. - Keenway International Limited, established on May 6, 2013, operates as a holding company and has been verified as a legally existing foreign enterprise [7][8]. - Pacven Walden Ventures V, L.P., established on December 8, 2000, focuses on investments and has been confirmed to comply with all regulations regarding share reduction [9][10]. - Pacven Walden Ventures Parallel V-A, C.V. and Pacven Walden Ventures Parallel V-B, C.V., both established on February 7, 2001, are investment-focused foreign enterprises that have also met the necessary qualifications [11][12]. - Pacven Walden Ventures V-QP Associates Fund, L.P. and Pacven Walden Ventures V Associates Fund, L.P., both established on June 29, 2001, are confirmed as legally existing foreign enterprises without any violations of share reduction regulations [13][14][15]. Group 4: Compliance with Transfer Guidelines - The shareholders involved in the transfer have adhered to the guidelines regarding share reduction and have not violated any relevant regulations [18][20]. - The proposed shares for transfer are pre-IPO shares and are not subject to any pledges or judicial freezes [4][10][18]. - The transfer has undergone the necessary review and approval processes as required by regulations [18][20].
格科微(688728) - 格科微:股东询价转让定价情况提示性公告
2025-08-29 10:03
格科微有限公司 股东询价转让定价情况提示性公告 Cosmos L.P.、New Cosmos L.P.、Keenway International Limited、Pacven Walden Ventures V, L.P. 、 Pacven Walden Ventures Parallel V-A, C.V. 、 Pacven Walden Ventures Parallel V-B, C.V.、Pacven Walden Ventures V-QP Associates Fund, L.P.、 Pacven Walden Ventures V Associates Fund, L.P.、上海橙原科技合伙企业(有限合 伙)保证向格科微有限公司提供的信息内容不存在任何虚假记载、误导性陈述或 者重大遗漏,并对其真实性、准确性和完整性依法承担法律责任。 本公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 证券代码:688728 证券简称:格科微 公告编号:2025-030 根据 2025 年 8 月 29 日询价申购情况,本次询价转让初步确定的转让价 格为 15.00 元/股。 一、本次询价转让初 ...
格科微实控人方等拟询价转让 2021年上市即巅峰募36亿
Zhong Guo Jing Ji Wang· 2025-08-29 08:55
Core Viewpoint - Geke Micro (688728.SH) announced a plan for a non-public transfer of shares, involving a total of 57,781,799 shares, which represents 2.22% of the company's total equity [1] Group 1: Share Transfer Details - The shareholders participating in the transfer include Cosmos L.P., New Cosmos L.P., Keenway International Limited, and several funds under Pacven Walden Ventures [1][2] - The transfer will not occur through centralized bidding or block trading, and the transferee must hold the shares for at least six months post-transfer [1] - The transferring parties are institutional investors with the necessary pricing capabilities and risk tolerance [1] Group 2: Shareholder Structure - Cosmos L.P. and New Cosmos L.P. are the controlling shareholders and acting in concert, holding over 5% of the total shares, while the actual controller Zhao Lixin does not participate in this transfer [2][3] - Keenway International Limited is a shareholder holding over 5% but is not a controlling shareholder or executive [2] - Other transferring parties from Pacven Walden Ventures do not reach the 5% threshold and are not considered controlling shareholders [2] Group 3: Company Background - Geke Micro was listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on August 18, 2021, with an initial offering price of 14.38 yuan per share [3] - The company raised a total of 3.593 billion yuan from its IPO, with a net amount of 3.508 billion yuan after deducting issuance costs, which was significantly lower than the planned 6.96 billion yuan [4] - The funds raised were intended for the development and industrialization of 12-inch CIS integrated circuit technology and CMOS image sensor projects [4]
7家科创板公司抛减持计划 拟累计减持超26亿元公司股份
Shang Hai Zheng Quan Bao· 2025-08-29 01:11
Group 1 - On August 29, seven companies listed on the Sci-Tech Innovation Board announced share reduction plans, with an estimated total reduction of approximately 2.647 billion yuan based on the closing price on August 28 [1] - The reduction plans involve various stakeholders, including controlling shareholders, employee stock ownership plans, and shareholders holding more than 5% of the shares, utilizing methods such as centralized bidding, block trading, and inquiry transfer [1] - Aojie Technology announced that its shareholder, Alibaba Network, plans to reduce its holdings by up to 12.549 million shares, accounting for no more than 3% of the company's total share capital, through block trading and centralized bidding within three months after the announcement [1] Group 2 - As of the announcement date, Alibaba Network directly holds 64.5574 million shares of Aojie Technology, representing 15.4333% of the company's total share capital, with these shares originating from the company's initial public offering prior to the listing [1]