宁波建工: 宁波建工关于公司发行股份购买资产暨关联交易增加减值补偿承诺补充协议的公告

Core Viewpoint - Ningbo Construction Co., Ltd. plans to acquire 100% equity of Ningbo Transportation Engineering Construction Group Co., Ltd. through a share issuance, with an emphasis on additional impairment compensation commitments to protect the company's interests [1][2]. Group 1: Transaction Details - The company has received approval for the share issuance to purchase assets and has signed a compensation agreement with Ningbo Transportation Investment Group Co., Ltd. to address potential asset impairments [2][3]. - A supplementary agreement to the compensation agreement was signed on May 19, 2025, to adjust the impairment testing and compensation scheme [2][4]. Group 2: Impairment Compensation Agreement - The compensation agreement stipulates that if any asset group experiences impairment at the end of any accounting year during the testing period, the counterparty must compensate the company based on the impairment amount [3][4]. - Compensation can be made in shares or cash, with specific formulas provided for calculating the number of shares or cash amounts to be compensated [4]. Group 3: Regulatory Compliance - The adjustments to the impairment compensation scheme do not constitute a significant change to the restructuring plan, as they do not involve changes to the transaction objects, transaction targets, or transaction prices [5]. - The independent financial advisor has confirmed that the adjustments are in line with regulatory guidelines and do not harm the company's interests [5][6].