证券代码：600754/900934 证券简称：锦江酒店/锦江 B 股 公告编号：2025-041 上海锦江国际酒店股份有限公司 2025年半年度业绩预告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 2、上海锦江国际酒店股份有限公司（以下简称"公司"）预计2025年半年度 归属于上市公司股东的净利润为36,000万元到40,000万元。 3、预计2025年半年度归属于上市公司股东的扣除非经常性损益后的净利润为 39,000万元到41,000万元。 一、本期业绩预告情况 （一）业绩预告期间 2025年1月1日至2025年6月30日。 （二）业绩预告情况 经财务部门初步测算，预计2025年半年度实现归属于上市公司股东的净利润 为36,000万元到40,000万元，与上年同期（法定披露数据）相比，将减少48,757 万元到44,757万元，同比下降57.53%到52.81%。 重要内容提示： 1、本期业绩预告适用情形：实现盈利，且净利润与上年同期相比下降50%以 上。 预计2025年半年度实现归属于上市公司股东的扣除非经常性损益 ...

Core Insights - The hotel industry is experiencing a strong recovery driven by robust domestic economic growth and favorable policies, with Jin Jiang Hotels emerging as a market leader capitalizing on these opportunities [1][2] - Increased consumer spending power and the implementation of visa-free policies have significantly boosted both domestic and inbound tourism, leading to a surge in hotel accommodation demand [1] - Jin Jiang Hotels has a diverse brand portfolio catering to various customer segments, enhancing its market appeal and occupancy rates [1] Company Overview - Jin Jiang Hotels has signed over 17,000 hotels, establishing a vast presence across major domestic cities and key international locations, which provides a competitive edge in resource integration and operational efficiency [2] - The company's ability to quickly adapt to market demands during peak seasons through internal resource allocation has resulted in higher overall occupancy rates [2] - Utilizing a large membership system and digital marketing strategies, Jin Jiang Hotels effectively attracts consumers with targeted promotions, further boosting occupancy and revenue [2] Future Outlook - Investor sentiment towards the hotel industry remains positive, with Jin Jiang Hotels positioned as a premium investment target due to its strong brand and scale advantages [2] - Continued economic development and tourism market growth in China are expected to provide Jin Jiang Hotels with ongoing opportunities for performance enhancement and market share expansion [2]

Core Viewpoint - The article discusses the recent move by Jin Jiang Hotels to pursue a secondary listing on the Hong Kong Stock Exchange amid declining financial performance despite aggressive expansion efforts. The company faces challenges in converting its extensive hotel network into sustainable profits and revitalizing its overseas assets, which have been underperforming [2][4][10]. Group 1: Company Overview - Jin Jiang Hotels is the largest hotel group globally, with a presence in 13416 operating hotels and over 1.29 million rooms, ranking second worldwide [8]. - The company has been expanding rapidly, opening 1515 new hotels last year and 97 in the first quarter of this year, bringing the total to 13513 hotels [9]. - Despite the growth in scale, Jin Jiang Hotels has experienced a decline in revenue and net profit, with 2024 revenue at 14.06 billion RMB, down 4% year-on-year, and net profit down 9.06% to 911 million RMB [10][11]. Group 2: Market Challenges - The hotel industry in China is facing oversupply, with over 370,000 hotels and a net increase of nearly 30,000 hotels, leading to intense competition and price wars [13]. - Key performance indicators for Jin Jiang Hotels have declined, with RevPAR at 157.47 RMB (down 5.78%), ADR at 240.67 RMB (down 11.19 RMB), and occupancy rate at 65.43% [13][14]. - The company plans to continue its expansion strategy, targeting lower-tier cities and aiming to open an additional 1300 hotels this year [15]. Group 3: International Expansion and Financial Performance - Jin Jiang Hotels has been expanding internationally since acquiring the Louvre Hotels Group in 2015, with overseas revenue contributing 42.56 billion RMB (30.8% of total revenue) in 2024 [16]. - The overseas hotel business has a higher gross margin of 41.9% compared to 36.9% for domestic operations, indicating better profitability potential [16]. - However, the overseas operations have faced losses, with the Louvre Group reporting a net loss of 10.79 million euros despite expectations from the Paris Olympics [17][19]. Group 4: Future Outlook - The company aims to use the funds raised from the Hong Kong IPO to strengthen and expand its overseas business, repay bank loans, and supplement working capital [22]. - There are concerns about the sustainability of Jin Jiang's overseas strategy, as it must prove that its expansion can lead to self-sustaining profitability rather than relying on external funding [23].

Group 1 - The core viewpoint is that Jinjiang Hotels is actively managing its market value to enhance its performance and valuation in the capital market [1] - The company recognizes that corporate governance is the cornerstone of market value management, implementing a "three-in-one" reform to optimize its organizational structure and create an efficient management team [1] - Jinjiang Hotels has established a "three-platform" operational management system to achieve efficient collaboration and integration of resources such as brand, membership, and supply chain, significantly improving operational efficiency [1] Group 2 - Jinjiang Hotels integrates ESG principles into its development, positioning itself as a "green pioneer" in sustainable development [1] - The company actively promotes HSB verification and leads the industry's green and low-carbon transformation, while also creating a green supply chain and advocating for resource recycling [1] - Jinjiang Hotels has received high recognition from the capital market for its commitment to environmental sustainability, which contributes to the long-term value growth of the company [1] Group 3 - The company emphasizes transparent communication with investors, utilizing innovative information disclosure methods such as visual annual reports to make it easier for investors to understand its operational status [2] - Jinjiang Hotels engages in various investor interaction activities, including performance briefings and investor exchange events, to strengthen the bond between investors and the company [2] - The company has consistently returned high dividends to shareholders, with cumulative dividends reaching 6.039 billion and a long-term dividend payout ratio exceeding 50% [2]

Group 1 - The report emphasizes that service consumption has become a core strategy for expanding domestic demand in 2025, with significant potential for growth in China compared to developed economies like the US and Japan [4][8][28] - The report highlights that China's per capita GDP has surpassed $10,000, marking a critical window for the rapid development of service consumption, particularly in entertainment and leisure sectors [4][30][32] - Key measures to boost service consumption include increasing residents' income, enhancing leisure time, and encouraging high-quality service supply [4][8][28] Group 2 - The tea beverage industry is identified as having substantial growth potential, with a rational increase in store numbers and a shift towards emotional value for consumers, particularly among younger demographics [9] - The restaurant industry is expected to see steady growth, with a focus on government subsidies and an increase in chain operations, indicating a structural differentiation between mass and high-end markets [10] - Meituan is noted for its strategic investments in ecosystem development, maintaining a competitive edge despite short-term market fluctuations [11] Group 3 - The education sector is experiencing a concentration of market share among high-quality institutions, driven by regulatory changes and a persistent demand for K12 education [12] - The human resources industry is undergoing structural recovery, with a focus on AI applications to enhance efficiency and reduce costs [13] - The tourism sector is benefiting from policy-driven support and accelerated industry consolidation, with a notable increase in domestic travel demand [14] Group 4 - The hotel industry is facing a slowdown in supply growth, with leading hotel groups adjusting their operations to maintain competitive performance [14] - The duty-free sector is showing signs of recovery, with a stabilization in average transaction values and a narrowing decline in sales, supported by product diversification and new channel expansions [15]

Group 1: Market Overview - The outbound tourism market in China is experiencing a significant recovery, with a year-on-year increase of over 60% in bookings for the summer travel season, particularly in Southeast Asia and Europe [1] - The China Tourism Research Institute projects that the number of outbound trips by Chinese citizens is expected to reach 146 million this year [1] Group 2: Hotel Industry Expansion - Chinese hotel groups, including Jin Jiang, Huazhu, and Shangmei, are accelerating their global expansion, particularly in Southeast Asia, Europe, and the Middle East, with various operational models such as direct management, franchising, and brand licensing [3][4] - Jin Jiang International Group ranks second globally and first in Asia in terms of hotel scale, with over 14,000 hotels in operation across more than 100 countries and regions by the end of 2024 [3] Group 3: Digital Transformation - The hotel industry is increasingly adopting digital platforms to enhance operational efficiency and customer experience, with Jin Jiang establishing the "Jin Jiang Hui" membership platform that covers over 200 million members globally [6] - The platform offers a unified booking system and various member benefits, enhancing customer loyalty and providing a seamless experience across different services [6] Group 4: Strategic Focus on Southeast Asia - Southeast Asia is becoming a key area for Chinese outbound tourism and investment, with significant growth in direct investment, particularly in the tourism and hotel sectors [7] - Jin Jiang has formed a strategic partnership with a local group in Malaysia to expand over 100 hotels in six Southeast Asian countries over the next five years, leveraging local cultural and tourism resources [7][10] Group 5: Global Strategy and Cultural Adaptation - Jin Jiang's international strategy is supported by a long history of collaboration with international hotel brands, allowing it to establish a diverse brand matrix and operational capabilities [4] - The company aims to create a global hospitality service system that connects various services and enhances the international influence of Chinese hotel brands [10]

Core Viewpoint - The legal opinion letter issued by Beijing Jindu Law Firm Shanghai Branch confirms that Shanghai Jin Jiang International Hotel Co., Ltd. has obtained the necessary approvals and authorizations for the repurchase and cancellation of part of the restricted stock under the 2024 Restricted Stock Incentive Plan, in compliance with relevant laws and regulations [1][12]. Group 1: Approval and Authorization - The company has obtained necessary approvals from the board of directors and the supervisory board regarding the repurchase and cancellation of 2,625,259 shares of restricted stock due to performance assessment failures and employee departures [6][12]. - The repurchase and cancellation process is in accordance with the provisions of the 2024 Restricted Stock Incentive Plan and the relevant regulations [5][12]. Group 2: Repurchase Details - The repurchase is triggered by the failure to meet performance assessment criteria, with the repurchase price set at the lower of the grant price (11.85 yuan/share) or the market price prior to the board meeting [7][9]. - The company plans to use its own funds for the repurchase of the restricted stock [10]. Group 3: Information Disclosure and Implementation - The company has disclosed the repurchase and cancellation details through announcements on the Shanghai Stock Exchange and has notified creditors accordingly [10]. - The repurchase is scheduled to be completed by July 10, 2025, following the necessary procedures for capital reduction and share cancellation registration [10][12].

Core Viewpoint - The company announced the repurchase and cancellation of restricted stock due to unmet performance targets in the first release period of the incentive plan, affecting a total of 2,413,696 shares [1][2]. Group 1: Repurchase and Cancellation Details - The company will repurchase 2,413,696 shares of restricted stock due to failure to meet company-level performance assessments [1][2]. - An additional 182,688 shares will be repurchased from eight incentive recipients who have left the company or had their labor contracts terminated [3]. - The company will also repurchase 28,875 shares from one incentive recipient due to a non-personal reason for termination [4]. Group 2: Stock Structure Changes - After the repurchase and cancellation, the total number of shares will decrease from 1,070,044,063 to 1,067,418,804, reflecting a reduction of 2,625,259 shares [4]. - The company has established a dedicated securities account for the repurchase and submitted the necessary applications to the relevant authorities [4]. Group 3: Legal Compliance and Commitments - The company confirmed that the decision-making process and information disclosure regarding the repurchase comply with relevant laws and regulations [5]. - The company has assured that all information related to the repurchase is accurate and complete, and no objections have been raised by the affected incentive recipients [5].

证券代码：600754/900934 证券简称：锦江酒店/锦江B股 公告编号：2025-038 上海锦江国际酒店股份有限公司 关于股权激励限制性股票回购注销实施的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： ● 回购注销原因 1、上海锦江国际酒店股份有限公司（以下简称"公司"）2024 年限制性股 票激励计划第一个解除限售期公司层面业绩考核不达标，公司回购对应业绩考核 年度首次授予的全部限制性股票 2,413,696 股； 2、2024 年限制性股票激励计划 8 名激励对象发生异动，根据公司《2024 年限制性股票激励计划（草案）》（以下简称"《激励计划》"），公司回购注 销其已获授但尚未解除限售的 182,688 股限制性股票（不含因第一个解除限售期 公司层面业绩不达标回购部分）； 3、鉴于《激励计划》首次授予激励对象中 1 名激励对象因职务变更（非个 人原因）与公司解除或者终止劳动关系，公司按照授予价格回购其获授的 28,875 股限制性股票。 ● 本次注销股份的有关情况 | 回购股份数量（股） | ...

北京市金杜律师事务所上海分所 北京市金杜律师事务所上海分所（以下简称本所）受上海锦江国际酒店股份有 限公司（以下简称公司或上市公司或锦江酒店）委托，作为公司 2024 年限制性股 票激励计划（以下简称本计划）的专项法律顾问，根据《中华人民共和国公司法》 （以下简称《公司法》）、《中华人民共和国证券法》（以下简称《证券法》）、《上市 公司股权激励管理办法》（2025 修正）（以下简称《管理办法》）1、国务院国有资产 监督管理委员会和财政部《国有控股上市公司（境内）实施股权激励试行办法》等 法律、行政法规、部门规章及规范性文件（以下简称法律法规）和《上海锦江国际 酒店股份有限公司章程》（以下简称《公司章程》）及《上海锦江国际酒店股份有限 公司 2024 年限制性股票激励计划（草案）》（以下简称《激励计划》）的有关规定， 就公司本次回购注销部分已授予限制性股票（以下简称"本次回购注销"）所涉及 的相关事宜出具本法律意见书。 为出具本法律意见书，本所依据《律师事务所从事证券法律业务管理办法》和 《律师事务所证券法律业务执业规则（试行）》等有关规定，收集了相关证据材料， 查阅了按规定需要查阅的文件以及本所认为必须查阅的 ...