Core Insights - Real estate companies are undergoing organizational restructuring in response to the new market conditions, with a focus on centralizing operations and enhancing risk management [1][3][4] - The trend of "strong headquarters" is emerging, indicating a shift towards more efficient and flexible organizational structures to adapt to market challenges [3][4][5] Group 1: Organizational Restructuring - Over 10 real estate companies, including Poly Developments and China Overseas, have adjusted their organizational structures from January to July 2023 [1][2] - Companies like Poly Developments have merged regional companies to streamline operations, such as combining Jiangsu and Huaihai companies into Jiangsu Company [6][8] - The restructuring aims to reduce management layers, lower communication costs, and improve decision-making efficiency [1][3] Group 2: Shift to Strong Headquarters - The "strong headquarters" model is becoming prevalent, where headquarters take on strategic planning, resource allocation, and risk management roles [4][5] - Companies like China Jinmao and China Resources have transitioned from a three-tier management structure to a more centralized approach [3][4] - This shift is partly driven by the need to adapt to a shrinking market and optimize cash flow by reducing unnecessary expenditures [6][7] Group 3: Cost Reduction and Efficiency - The reduction of regional companies is seen as a key strategy for cost-cutting, with companies focusing on core operations and eliminating middle management layers [6][7] - Real estate firms are concentrating their projects in first and second-tier cities, leading to a significant increase in project concentration and reducing the need for extensive regional management [7][8] - The overall goal is to enhance operational efficiency and stabilize cash flow through refined management practices [9][10]

Core Viewpoint - The report discusses the proposal for the privatization of Joy City Property by its parent company, Joy City Holdings, through a share buyback arrangement, which will lead to the delisting of Joy City Property from the Hong Kong Stock Exchange [3][4]. Group 1: Transaction Overview - Joy City Holdings intends to buy back shares from all shareholders of Joy City Property, excluding its controlling shareholder, for a cash price of HKD 0.62 per share, totaling approximately HKD 2.93 billion [3][4]. - The buyback will result in Joy City Holdings increasing its ownership stake in Joy City Property from 64.18% to 96.13% post-transaction [6][7]. - The transaction is subject to several conditions, including approvals from the Bermuda Supreme Court and the Hong Kong Stock Exchange [4][8]. Group 2: Financial Performance - For the year 2024, Joy City Property reported a total revenue of RMB 19.83 billion and a net profit attributable to shareholders of RMB 779 million [6]. - The total assets of Joy City Property stood at RMB 106.77 billion, with total liabilities of RMB 73.58 billion, resulting in a net asset value of RMB 16.24 billion [6]. Group 3: Business Operations - Joy City Property focuses on the development, operation, and management of urban complexes under the "Joy City" brand, with a presence in major cities across China [7]. - The company operates in four main business segments: investment properties, property development, hotel operations, and management services [7]. Group 4: Strategic Implications - The transaction aims to optimize the governance framework of Joy City Holdings and enhance its decision-making efficiency, thereby improving overall operational effectiveness and market competitiveness [8]. - Post-transaction, Joy City Holdings is expected to benefit from increased net profit and better resource allocation across its various business segments [8].

Group 1 - Dalian Port Bay Outlet's "YinYue Park MUSIC PARK" officially launched, enhancing its social experience to attract young consumers aged 25-35 [2] - Zhongshan Haiya Colorful World is set to open in Q4 2025, covering approximately 600,000 square meters, making it the largest commercial complex in Zhongshan [4] - Hangzhou Henglong Plaza is expected to open by the end of 2026, with a pre-leasing rate of 81% [5] Group 2 - The first HeShengHui project in Anhui has been established in Hefei, utilizing a dual-driven model of POD and TOD for commercial development [8] - Changsha Shanshan Outlet is nearing completion with a 96% progress rate and plans to open in September [11] - Guangzhou Xian Village Jin Feng Plaza is also expected to open in September, designed as a one-stop community cultural commercial center [12] Group 3 - Kunming Times Tianjie and Chengdu Yidu Tianjie are set to open simultaneously in 2026, with a focus on high-quality lifestyle experiences [13] - The first Metro flagship store in Henan is scheduled to open in January 2026, with a total investment of 1.5 billion yuan [17] - Dongguan Houjie Sam's Club has completed land acquisition with an estimated investment of 511 million yuan, expected to open by the end of 2026 [18] Group 4 - Beijing Xin Jia Hui will take over the management of Aeon Mall Beijing Fengtai Shopping Center, rebranding it as "Xin Jia Hui Shopping Center" [23] - Shenzhen government has reclaimed commercial land for the Qianhai Ice and Snow World project for 4.405 billion yuan [24] - McDonald's plans to sell approximately 23 self-owned shops in Hong Kong, with an estimated total value of 3 billion HKD [26] Group 5 - New City Holdings signed seven light-asset commercial projects in July, including five located in various provinces [27] - Dalian Wanda Commercial Management has transferred its stake in Chuzhou Wanda Plaza to Langfang Zerui Tong Technology [36] - Guangzhou Panyu Wanbo core asset "Jia Chuang Sheng Hui" failed to sell at auction with a starting price of 2.978 billion yuan [38] Group 6 - Yonglun's Hong Kong Yinghuihui Mall is up for sale with an indicative price of 680 million HKD [39] - Hang Lung Group reported a 3% decline in rental income and a 4% drop in operating profit for the first half of 2025 [40] - Vanke's Tang Jiyang has returned to the company to manage the southern region [42][43]

中信证券股份有限公司关于 大悦城控股集团股份有限公司 控股子公司大悦城地产有限公司以协议安排的方式 回购股份并于香港联交所申请撤销上市地位的 临时受托管理事务报告 发行人 深圳市宝安区新安街道 3 区龙井二路 3 号中粮地产集团中心第 1 层 101 室 股票简称：大悦城 股票代码：000031.SZ 债券简称：25 大悦 04 债券代码：134377.SZ 债券简称：25 大悦 03 债券代码：134376.SZ 债券简称：23 大悦 01 债券代码：148174.SZ 债券简称：22 大悦 02 债券代码：148141.SZ 债券简称：22 大悦 01 债券代码：148102.SZ 债券简称：20 大悦 01 债券代码：149189.SZ 声明 本报告依据《公司债券发行与交易管理办法》《深圳证券交易所公司债券 上市规则》《大悦城控股集团股份有限公司 2020 年面向专业投资者公开发行公 司债券受托管理协议》《大悦城控股集团股份有限公司 2020 年面向专业投资者 公开发行公司债券债券持有人会议规则》《大悦城控股集团股份有限公司 2022 年面向专业投资者公开发行公司债券受托管理协议》《大悦城控股集团股份有 ...

控股子公司大悦城地产有限公司以协议安排的方式 回购股份并于香港联交所申请撤销上市地位的 关于大悦城控股集团股份有限公司 一、交易概述 临时受托管理事务报告 债券简称：25 大悦 01 债券代码：133991.SZ 债券简称：25 大悦 02 债券代码：133992.SZ 债券受托管理人 2025 年 8 月 重要声明 本报告依据《公司债券发行与交易管理办法》《公司债券受托管理人执业行 为准则》、大悦城控股集团股份有限公司（以下简称"发行人"）就存续公司债 券与受托管理人签署的受托管理协议（以下简称"《受托管理协议》"）及其它 相关信息披露文件以及发行人出具的相关说明文件和提供的相关资料等，由受托 管理人中信建投证券股份有限公司（以下简称"中信建投证券"或"受托管理人"） 编制。中信建投证券编制本报告的内容及信息均来源发行人提供的资料或说明。 本报告不构成对投资者进行或不进行某项行为的推荐意见，投资者应对相关 事宜作出独立判断，而不应将本报告中的任何内容据以作为中信建投证券所作的 承诺或声明。在任何情况下，未经中信建投证券书面许可，不得将本报告用作其 他任何用途。 1 中信建投证券作为大悦城控股集团股份有限公司 ...

Investment Rating - The investment rating for the real estate industry is "Positive" (maintained) [4][5][59] Core Viewpoints - The report emphasizes the importance of implementing the spirit of the Central Urban Work Conference and conducting high-quality urban renewal [3][47] - The report highlights that since September 2024, the central government's clear requirement has been to stabilize the real estate and stock markets, which is crucial for boosting social expectations and facilitating domestic demand circulation [5][50] Market Performance - The Shanghai Composite Index fell by 0.9%, the Shenzhen Component Index by 1.6%, the ChiNext Index by 0.7%, and the CSI 300 Index by 1.8%, while the real estate sector (Shenwan) dropped by 3.4% [5][8] - In terms of individual stocks, the top five gainers were Zhujiang Co. (+13.5%), Dazhong Electronics (+10.3%), Zhangjiang Hi-Tech (+6.8%), ST Nanzhi (+6.1%), and Quzhou Development (+5.9%), while the top five losers included Hainan Airport (-8.4%), Jindi Group (-8.1%), Lujiazui (-7.9%), China Merchants Shekou (-7.7%), and Hainan Expressway (-7.7%) [5][8] Data Tracking New Housing Transactions - For the week of July 26 to August 1, 205,000 square meters of new homes were sold across 42 key cities, a 19.9% increase from the previous week, but a 20.8% decrease year-on-year [14][18] - In July, a total of 761,000 square meters of new homes were sold, representing a 31.8% decrease month-on-month and an 18.3% decrease year-on-year [18] Second-Hand Housing Transactions - For the week of July 26 to August 1, 185,000 square meters of second-hand homes were sold across 21 key cities, a 5.4% decrease from the previous week, but a 2.5% increase year-on-year [29][35] - In July, a total of 854,000 square meters of second-hand homes were sold, reflecting a 2.1% decrease month-on-month and a 3.9% decrease year-on-year [35] Industry News - The Central Political Bureau meeting emphasized the need for high-quality urban renewal and the implementation of policies to stabilize the real estate market [47][48] - The National Taxation Administration reported that since the implementation of the housing tax refund policy, 11.1 billion yuan has been refunded, alleviating the tax burden on residents [47][48] Company Announcements - Lujiazui achieved a revenue of 6.598 billion yuan in the first half of 2025, a year-on-year increase of 33.9%, while the net profit attributable to shareholders was 815 million yuan, a year-on-year decrease of 7.9% [50][51] - Dazhong City completed a targeted issuance of 2.426 billion yuan, increasing its total share capital to 4.286 billion shares [50][51]

Core Viewpoint - Dalian Wanda Group's subsidiary, Dalian Wanda Commercial Properties, announced plans to privatize and delist from the Hong Kong Stock Exchange due to insufficient stock liquidity and limited financing capabilities, aiming to streamline management and improve operational efficiency [1][13][15]. Group 1: Company Actions - Dalian Wanda Commercial Properties intends to repurchase shares through an agreement and has applied for delisting from the Hong Kong Stock Exchange, officially initiating the privatization process [1]. - The company resumed trading on August 1, with a closing price of HKD 0.54, marking a single-day increase of 45.95% [3]. - As of August 4, the stock price decreased to HKD 0.53, with a total market capitalization of HKD 75.42 billion [5]. Group 2: Financial Performance - Dalian Wanda Commercial Properties has faced continuous losses over the past three years, with net losses of RMB 2.883 billion, RMB 1.465 billion, and RMB 2.977 billion for 2022, 2023, and 2024 respectively, totaling RMB 7.325 billion [16]. - The company’s stock price has remained below HKD 1 since May 2018, with an average daily trading volume of less than HKD 3 million prior to suspension [13][14]. - The company reported a market capitalization of approximately HKD 76.85 billion as of August 1, with a price-to-book ratio of 0.24 [13]. Group 3: Market Context - The company is focusing on developing and managing urban complexes and commercial properties, primarily under the "Dalian Wanda" brand, in key cities such as Beijing and Shanghai [10]. - Dalian Wanda Commercial Properties has established a presence in major city clusters, including Beijing-Tianjin-Hebei, Yangtze River Delta, Guangdong-Hong Kong-Macao Greater Bay Area, Chengdu-Chongqing, and the Yangtze River middle reaches [11]. - The broader retail environment for high-end shopping malls is challenging, with other companies like Beijing SKP and Hang Lung Properties also experiencing significant revenue declines [22][23].

Core Insights - The logistics real estate industry in China has a limited number of listed companies, with most focusing on either real estate or logistics, and many involved in warehousing and light asset operations [1][4] - Companies like Jinke, Zhongchu, and others have a high degree of relevance to logistics real estate, while others like R&F and Joy City have a moderate relevance, primarily focusing on real estate development [1][4] Company Overview - Kerry Properties (00683HK): A comprehensive real estate group in Hong Kong, focusing on high-end commercial real estate development and investment, with total assets exceeding HKD 100 billion [3] - R&F Properties (02777.HK): A major residential and commercial real estate developer in China, managing over 300 property projects, currently focusing on debt restructuring and asset optimization [3] - Joy City (000031.SZ): A subsidiary of COFCO, known for urban complex operations, managing over 20 commercial projects, emphasizing young consumer experiences [3] - China Vanke (000002.SZ): A leading real estate company in China, expanding into logistics and cold chain sectors in recent years [3] - SF Holding (002352.SZ): The largest express logistics company in China, operating 84 self-owned cargo planes and focusing on smart logistics transformation [3] Financial Performance - In 2024, revenue for logistics real estate companies shows significant divergence, with leading companies like Zhongchu and SF Holding generating revenues in the hundreds of billions, while some smaller firms report revenues around tens of millions [4][5] - Most companies maintain a gross margin between 10-30%, indicating an overall improvement in industry profitability [4] Revenue and Profitability Metrics - SF Holding reported a revenue of CNY 2844.2 billion with a gross margin of 13.9% in 2024 [5] - Vanke A achieved a revenue of CNY 3431.8 billion with a gross margin of 10.2% [5] - R&F Properties reported a revenue of CNY 187.7 billion but with a negative gross margin of -4.7% [5] Regional Layout - Companies have varying regional focuses, with Kerry Properties targeting key areas like Shanghai and Beijing, while Zhongchu has established a national network with over 100 warehouses across 20 provinces [9][10] - SF Holding is developing logistics hubs in cities like Ezhou and Jiaxing, enhancing its logistics network [10] Business Development Plans - Companies like Huayuan Holdings and Zhongchu are planning to build new logistics parks, focusing on intelligent technology applications and network enhancements [15][17] - Vanke is concentrating on high-standard warehouses and cold chain logistics, while Jinke is exploring synergies between logistics and other real estate sectors [17][18]

7 月31 日，大悦城（000031 CH）与大悦城地产（0207 HK）均发布公告，指出大悦城地产拟通过回购 除大悦城和得茂以外的其他所有股东持有的公司股份并注销，以完成私有化退市。回购价格为0.62 港 元/股，对应总金额约29.3 亿港元。若该事项落地，将增厚公司在大悦城地产的权益，有望提升其盈利 能力。但考虑房地产行业需求仍偏弱，公司整体业绩短期或仍承压，我们维持"增持"评级。 大悦城与大悦城地产之辨 大悦城由原中粮地产与大悦城地产（原中粮置地）资产重组而来。中粮地产主要经营开发与物业管理业 务，而大悦城地产专注商业地产领域，以开发、经营和管理大悦城品牌综合体为主。2019 年2 月中粮地 产与大悦城地产完成资产重组后成为中粮集团旗下唯一地产业务平台，后更名为大悦城。架构上，截至 24 年末大悦城直接持有大悦城地产64.18%普通股股份，并将其纳入合并报表范围。24 年大悦城地产实 现营收198 亿元，占大悦城营收的55%；分业务来看，大悦城地产开发业务、投资物业及相关、酒店经 营、其他业务营收占大悦城的比例分别为51%、80%、100%、19%。 大悦城经营表现与资产盘点 截至公告日，大悦城持有大悦 ...

Core Viewpoint - Dalian Wanda Group announced a share buyback plan for its subsidiary Dalian Wanda Commercial Properties, intending to delist from the Hong Kong Stock Exchange, which aims to optimize corporate governance and enhance operational efficiency [2][3]. Group 1: Share Buyback and Delisting - Dalian Wanda Commercial Properties will repurchase shares from all shareholders except for Dalian Wanda Group and its subsidiary, with a total cash payout of approximately HKD 29.32 billion at a price of HKD 0.62 per share [2]. - Following the buyback, Dalian Wanda Group's ownership will increase from 64.18% to 96.13%, while the stake of its subsidiary will rise to 3.87% [2]. Group 2: Strategic Purpose and Impact - The buyback is a strategic response to market fluctuations and aims to improve the company's governance framework and organizational structure [3]. - The transaction is expected to enhance Dalian Wanda Group's equity in Dalian Wanda Commercial Properties, leading to an increase in net profit attributable to the parent company [3]. - The move will also improve the company's ability to allocate resources across different business segments, thereby enhancing overall operational efficiency and market competitiveness [3]. Group 3: Company Financials - As of the end of 2024, Dalian Wanda Commercial Properties reported revenues of CNY 19.831 billion, a net profit of CNY 779 million, total assets of CNY 106.771 billion, total liabilities of CNY 73.578 billion, and net assets attributable to the parent company of CNY 16.242 billion [5]. - The stock price reacted positively to the announcement, with a rise of over 40% following the news, reflecting a premium of approximately 67.57% compared to the closing price of HKD 0.37 on July 17 [5].