证券代码：600340 证券简称：华夏幸福 公告编号：2025-075 华夏幸福基业股份有限公司 关于重大资产出售暨关联交易实施进展情况的公告 根据《中华人民共和国公司法》《中华人民共和国证券法》《上市公司重大资 产重组管理办法》等法律、法规及规范性文件的有关规定，本次交易构成重大资 产重组，亦构成关联交易。 二、本次交易的内部审议及公告情况 2024 年 1 月 25 日，公司召开第八届董事会第十七次会议、第八届监事会第 五次会议审议通过了《华夏幸福基业股份有限公司重大资产出售暨关联交易预案 及其摘要的议案》等与本次交易相关的议案，并履行了信息披露义务。具体内容 详见公司于 2024 年 1 月 26 日在上海证券交易所网站披露的相关公告。 2024 年 1 月 31 日，公司收到上海证券交易所下发的《关于华夏幸福基业股 份有限公司重大资产出售暨关联交易预案的问询函》（上证公函【2024】0118 号， 以下简称"《问询函》"）并履行了信息披露义务，根据《问询函》的相关要求， 公司对有关问题进行了认真的核查、分析和研究，并逐项予以落实和回复，同时 1 按照《问询函》的要求对《华夏幸福基业股份有限公司重大资产 ...

Core Viewpoint - Huaxia Happiness announced the completion of a share reduction plan by Ping An Asset Management, with a total of approximately 7.82 million shares reduced, accounting for 0.2% of the company's total share capital [1] Company Summary - The share reduction took place from October 20 to October 21, 2025, by Ping An Life and its concerted parties [1] - As of the announcement, Huaxia Happiness has a market capitalization of 9.2 billion yuan [1] Revenue Composition - For the first half of 2025, the revenue composition of Huaxia Happiness is as follows: - Real estate development: 29.37% - Property management services: 22.96% - Industrial leasing services: 14.61% - Other businesses: 11.06% - Industrial park operations: 6.89% - Land consolidation: 6.83% - Infrastructure construction: 5.38% [1]

格隆汇12月1日丨华夏幸福(600340.SH)公布，公司于2025年12月1日收到平安资管致送的《持股5%以上 股东减持股份计划期限届满暨减持结果告知函》，自 2025年10月20日至2025年10月21日，平安人寿及 其一致行动人平安资管通过集中竞价方式累计减持公司股份781.55万股，占公司目前总股本的0.20%。 截至 2025年11月30日，本次股份减持计划期限已届满。 ...

华夏幸福公告称，持股5%以上股东平安人寿及其一致行动人平安资管，原计划自2025年8月9日公告披 露之日起15个交易日后的3个月内，减持不超117,411,610股，占总股本不超3%。截至11月30日减持计划 期限届满，10月20 - 21日，二者通过集中竞价累计减持7,815,487股，占总股本0.20%，减持总金额 1647.57万元，减持价格2.09 - 2.12元/股。减持后，平安人寿持股24.99%，平安资管不再持股。 ...

Core Viewpoint - The company, Huaxia Happiness, announced a plan to restructure its debt by using trust plan beneficiary rights to offset financial debts totaling up to 24.001 billion yuan, with significant progress already made in this process [1] Group 1: Debt Restructuring Plan - The company aims to use trust plan beneficiary rights to settle financial debts with creditors, amounting to no more than 24.001 billion yuan [1] - As of the announcement date, the company has completed trust debt settlement transactions amounting to 22.348 billion yuan [1] - The registration of beneficiary rights changes with the trust company, Jianxin Trust, is still ongoing, with 1.653 billion yuan of trust rights settlement transactions still in progress [1]

Investment Rating - The report maintains an "Overweight" rating for the real estate industry [4][5] Core Insights - The enthusiasm of real estate companies for land acquisition has decreased towards the end of the year, with the total land acquisition amount for the top 100 real estate companies from January to November reaching 847.8 billion yuan, a year-on-year increase of 14.1%, but the growth rate has significantly narrowed compared to the previous months [10] - The real estate market is experiencing a cooling trend, with new home sales in 30 cities for the week amounting to 1.875 million square meters, a month-on-month increase of 9.3% but a year-on-year decrease of 50.7% [22] - The report emphasizes that the real estate sector serves as an early economic indicator, and investing in real estate is akin to investing in the economic outlook [4] Summary by Sections Land Acquisition - Real estate companies' land acquisition enthusiasm has decreased, with the top 100 companies acquiring a total of 847.8 billion yuan from January to November, reflecting a year-on-year increase of 14.1% but a significant slowdown in growth [10] Market Review - The weekly performance of the Shenwan Real Estate Index showed a cumulative change of 0.7%, lagging behind the CSI 300 Index by 0.92 percentage points, ranking 24th among 31 Shenwan primary industries [11] New Home Sales Tracking - New home sales in 30 cities totaled 1.875 million square meters this week, with a month-on-month increase of 9.3% but a year-on-year decrease of 50.7% [22] - Year-to-date, the cumulative new home sales in these cities reached 87.808 million square meters, a year-on-year decrease of 11.3% [25] Secondary Home Sales Tracking - Secondary home sales in 14 sample cities totaled 2.015 million square meters this week, with a month-on-month decrease of 1.0% and a year-on-year decrease of 18.3% [30] - Year-to-date, the cumulative secondary home sales reached 94.579 million square meters, reflecting a year-on-year increase of 9.2% [30] Credit Bond Issuance - In the week of November 24-30, 21 credit bonds were issued by real estate companies, with a total issuance scale of 17.84 billion yuan, marking a week-on-week increase of 131.3% [40] - The net financing amount was 12.122 billion yuan, reflecting a week-on-week increase of 139.13% [40]

Core Viewpoint - The conflict between China Ping An and Huaxia Happiness escalated after Huaxia Happiness initiated a pre-restructuring process without reaching an agreement with Ping An, leading to significant tensions between the two parties [1][3][18]. Group 1: Background and Initial Actions - On November 16, Huaxia Happiness announced that creditors had applied for pre-restructuring, which was accepted by the court, prompting a strong backlash from Ping An, its largest shareholder and core creditor [2][5]. - Ping An's representative on Huaxia Happiness's board publicly questioned the legality of the pre-restructuring announcement and filed a complaint with regulatory authorities [5][6]. - Huaxia Happiness's board member countered that the pre-restructuring process was legal and did not require board approval [5][6]. Group 2: Financial Situation and Restructuring Efforts - Huaxia Happiness has been in a dire financial situation, with a reported 72% year-on-year decline in revenue and a net profit loss of 9.8 billion yuan for the first three quarters of 2025, leading to a technical insolvency status with a debt-to-asset ratio of 96% [12]. - The company had previously committed to a debt restructuring plan aiming to reduce its debt-to-asset ratio below 70% within 2-3 years, but as of November 2025, it had only completed agreements for 192.67 billion yuan of its 245.69 billion yuan debt [11][12]. Group 3: Escalation of Conflict - The pre-restructuring process initiated by Huaxia Happiness is seen as a threat to Ping An, as it could lead to significant losses for Ping An due to the conversion of debts into equity at a discount [3][13][18]. - The relationship between Huaxia Happiness and Ping An deteriorated due to unmet performance guarantees and the failure of Huaxia Happiness to provide expected cash repayments, leading to Ping An's withdrawal of credit support [16][17]. Group 4: Legal and Procedural Developments - The court accepted the pre-restructuring application, and a temporary management team was appointed to oversee the process, which Huaxia Happiness claims is necessary to resolve its debt crisis [7][8]. - Despite the ongoing legal proceedings, Huaxia Happiness has stated that it is cooperating with the temporary management team and that the restructuring process is crucial for its survival [8][12].

Core Viewpoint - The announcement of pre-restructuring by Huaxia Happiness has led to significant backlash from its largest shareholder and core creditor, Ping An Group, highlighting a breakdown in communication and trust between the two parties [2][11]. Group 1: Company Actions and Responses - Huaxia Happiness announced that it was applying for pre-restructuring, which was accepted by the court, but did not adequately communicate this decision to Ping An beforehand [2][3]. - The company claims that the pre-restructuring process does not require board or shareholder approval, emphasizing the urgency of addressing its debt crisis [4][6]. - Huaxia Happiness has received a court notice confirming the acceptance of its pre-restructuring application and the appointment of a temporary management team [5][6]. Group 2: Financial Situation - As of the first three quarters of 2025, Huaxia Happiness reported a 72% year-on-year decline in revenue and a net loss of 9.8 billion yuan, with total equity of -4.7 billion yuan, indicating a technical insolvency status [9]. - The company's asset-liability ratio has reached 96%, reflecting severe financial distress [9]. Group 3: Relationship with Ping An - The relationship between Huaxia Happiness and Ping An has deteriorated significantly, with Ping An expressing strong dissatisfaction over the lack of communication regarding the restructuring process [2][11]. - Historically, Ping An has supported Huaxia Happiness during previous financial crises, but the current situation has led to a breakdown in trust, particularly due to the potential for debt to be converted into equity, which would result in significant losses for Ping An [11][18]. - The conflict escalated as Ping An initiated a financial audit of Huaxia Happiness, which the company refused to cooperate with, further straining their relationship [2][4].

| 股票基金信息 | | --- | | 交易日期 证券简称 | | 证券代码 | 成交价(元) 成交金额(万元) 成交量(*) 买入营业部 | | 卖出营业部 是否为专场 | | --- | --- | --- | --- | --- | --- | | 025-11-28 | 华夏幸福 | 600340 | 2.2 66 30 | 公司員系選男契盟 | 态量量蒸暖雾臭塑 ко | 11月28日，华夏幸福大宗交易成交30万股，成交额66万元，占当日总成交额的0.08%，成交价2.2元，较 市场收盘价2.4元折价8.33%。 ...

Group 1 - The A-share market saw a collective decline in real estate stocks, with notable drops in companies such as Huaxia Happiness, Zhangjiang Hi-Tech, and others, all falling over 3% [1] - Specific stock performance included: Huaxia Happiness down 3.69% with a market cap of 9.197 billion, Zhangjiang Hi-Tech down 3.13% with a market cap of 6.326 billion, and Xinda Real Estate down 3% with a market cap of 11.1 billion [2] - Other significant declines included: Jindi Group down 2.57% with a market cap of 15.4 billion, Vanke A down 2.56% with a market cap of 63.6 billion, and Shouke Co. down 2.45% with a market cap of 14.4 billion [2] Group 2 - The year-to-date performance of several companies showed significant losses, with Vanke A down 26.58% and Jindi Group down 22.15% [2] - Some companies, like Shouke Co., have shown positive year-to-date performance, up 112.17% [2] - The overall trend indicates a challenging environment for the real estate sector, as reflected in the stock price movements [1][2]