Securities code: 002990 securities abbreviation: Maxvision Technology Corp(002990) Announcement No.: 2022-005 Maxvision Technology Corp(002990)
Announcement on the transfer of part of the equity of Beijing nano Weijing Technology Co., Ltd
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Transaction overview
1. Maxvision Technology Corp(002990) (hereinafter referred to as the “company” and ” Maxvision Technology Corp(002990) “) intends to use its own capital of RMB 10 million to acquire 0.4007% equity of Beijing nano Vista Technology Co., Ltd. (hereinafter referred to as “nano Vista”) held by Tibet ruishang Venture Capital Management Co., Ltd. (hereinafter referred to as “Tibet ruishang”).
2. The company held a general manager’s office meeting on January 20, 2022, which deliberated and approved the transfer of 0.4007% equity of nano vision held by Tibet ruishang.
According to the Listing Rules of Shenzhen Stock Exchange and the articles of association, this transaction is within the deliberation authority of the general manager’s office meeting of the company and does not need to be submitted to the board of directors and the general meeting of shareholders for deliberation. 3. This transaction does not constitute a connected transaction, nor does it constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies.
2、 Counterparty introduction
1. Name: Tibet ruishang Venture Capital Management Co., Ltd
2. Unified social credit Code: 91110105678220234f
3. Company type: limited liability company (invested or controlled by natural person)
4. Address: No. 2, floor 5, unit 2, building 3, zone B, sunshine new town, No. 158 Jinzhu West Road, Lhasa
5. Legal representative: Zhou Min
6. Registered capital: 20 million yuan
7. Date of establishment: July 16, 2008
8. Business scope: venture capital management [entrusted management of venture capital fund] (excluding public funds. It is not allowed to participate in the initiation or management of public or private securities investment funds and investment in financial derivatives; it is not allowed to raise funds, absorb public deposits and issue loans in public; it is not allowed to engage in Securities and futures investment; it is not allowed to publicly trade securities investment products or financial derivatives; it is not allowed to operate financial products, financial products and related derivative businesses; Not engaged in real estate and guarantee business)]
9. Equity structure:
Serial number shareholder name shareholding ratio
1 Zhou Min 90%
2-week peak 10%
The company has no relationship with Tibet Rui. According to the inquiry of China executive information disclosure network, Tibet Rui is not a dishonest person to be executed.
3、 Basic information of the target enterprise of the transaction
1. Company Name: Beijing nano Weijing Technology Co., Ltd
2. Unified social credit Code: 91110108093366967w
3. Company type: limited liability company (foreign investment, non sole proprietorship)
4. Address: 1-06, first floor, building 1, yard 68, Beiqing Road, Haidian District, Beijing
5. Legal representative: Li Yunxiang
6. Registered capital: RMB 25.392636 million
7. Date of establishment: March 6, 2014
8. Business scope: technology development, technology transfer, technical consultation and technical services; Technology import and export, goods import and export, agency import and export; Sales of mechanical equipment, electronic products, medical devices category I.
9. Equity structure of nano Weijing before and after this transaction
Unit: 10000 yuan
Before and after completion
Name of shareholder
Subscribed capital contribution amount subscribed capital contribution proportion subscribed capital contribution amount subscribed capital contribution proportion
Guangxi Tencent venture capital 254.3674 10.0174%
Beijing Junlian Yikang equity Co., Ltd
Investment in partnership (limited) (381.8613 15.0383%)
(partnership) Beijing Neptune investment
Management partnership (limited) (355.7356 14.0094%)
Partnership)
Zhuhai Xia’an equity investment
Partnership (limited partnership)
Wei Zongyi 91.4286 3.6006%
Li Yunxiang 71.1450 2.8018%
Xu Min 18.4902 0.7282%
Beijing Huiyuan Dingzhi Investment Co., Ltd
Management partnership (limited partnership) (195.4575 7.6974% 195.4575 7.6974% partnership) Tianjin Huiyuan Dingzhi Technology
Development partnership (limited partnership) Shanghai Hongchun Haowei medical
Instrument technology partnership 95.6696 3.7676% (limited partnership) Zhuhai Gaoling Zeying investment
Partnership (limited partnership)
Tianjin Qingyi venture capital
Partnership (limited partnership)
SherpaKC Company 115.2176 4.5374% 115.2176 4.5374% Limited
Tibet ruishang venture capital 136.7134 5.3840% 126.5387 4.9833% Management Co., Ltd. Tianjin Huiyuan Tongchuang Technology
Partnership (limited partnership)
Radiance visual 67.8313 2.6713% 67.8313 2.6713% Company Limited Suzhou Sherpa phase II shares
Equity investment partnership (33.9157 1.3356% limited partnership)
Pearlvision company 20.3494 0.8014% 20.3494 0.8014% Limited Suzhou bilingxing venture capital
Capital partnership (limited partnership)
Shanghai Yangtze River Delta industrial upgrading
Level 1 equity investment partnership 30.5241 1.2021% 30.5241 1.2021% industry (limited partnership) Tianjin HUAFA project management
Consultant partnership (limited partnership)
Maxvision Technology Corp(002990) Co., Ltd
— — 10.1747 0.4007%
company
Total 2539.2636 100%
10. Main financial data of nano view
Unit: 10000 yuan
Project 2021.12.31 2020.12.31
Total assets 54501.91 18165.43
Total liabilities 3335.12 1004.26
Net assets 51166.80 17161.17
Project year 2021 to 2020
Operating income 179.09 596.45
Operating profit -6775.10 -3466.06
Net profit -6747.01 -3127.01
Note: the above data are the individual financial statement data of Beijing nano Weijing Technology Co., Ltd., of which the financial data of 2020 has been audited and the financial data of 2021 has not been audited.
Any difference in mantissa is caused by rounding.
11. Main business of nano Vista
Nano vision is a high-tech enterprise dedicated to high-speed and high-precision radiation imaging. Its main business includes static CT and its new X-ray source and detector, X-ray imaging software, etc. The nano vision team has more than 20 years of R & D experience in radiographic products and core components, and has accumulated a good reputation in the industry. The R & D team covers seven professional directions, such as system, process, chip, electrical, structure, software and algorithm.
Nano view adopts the technical route of static CT. Through a series of key innovations on the detector, scintillator, ray source and the structure of the whole CT, the performance parameters of its static CT products have made a great breakthrough, which can bring significant clinical benefits for clinical efficient diagnosis and decision-making and surgical guidance under CT imaging.
At present, the first static CT product of nano vision has obvious advantages over the mainstream spiral CT in the current market in terms of key performance indicators. The product is currently in the stage of clinical trial.
At the same time, at present, domestic brands have a low market share in medium and high-end CT, and nano vision static CT products have obvious advantages in performance. It is expected to have a good market prospect under the background that the State encourages domestic substitution of medical devices.
12. There is no relationship between the company and nanoview. After querying China executive information disclosure network, nanoview is not a dishonest executee.
4、 Signing of agreement
(I) equity transfer agreement
As of the disclosure date of this announcement, the company and the management shareholders of Tibet ruishang, nano Weijing and nano Weijing (Li Yunxiang, Beijing Huiyuan Dingzhi investment management partnership (limited partnership), Shanghai Hongchun Haowei medical device technology partnership (limited partnership), Tianjin Huiyuan Dingzhi technology development partnership (limited partnership) Tianjin Huiyuan Tongchuang technology partnership (limited partnership), Beijing Neptune investment management partnership (limited partnership) and Cao Hongguang signed the equity transfer agreement. The main terms of the equity transfer agreement are as follows: transferor: Tibet ruishang Venture Capital Management Co., Ltd
Transferee: Maxvision Technology Corp(002990)
Main terms:
1. The parties agree that, on the premise that all preconditions are met or the transferee waives in writing