Core Viewpoint - The company *ST Tianmao plans to voluntarily delist from the Shenzhen Stock Exchange due to significant uncertainties in its business restructuring, which may have a major impact on the company and its shareholders [1][2] Group 1: Company Actions and Financial Situation - The company announced a cash option for shareholders at a price of 1.6 yuan per share, with an estimated total cost not exceeding 26.07 billion yuan to acquire up to approximately 1.629 billion shares, representing about 33% of the total share capital [1] - The company has been under delisting risk warning since July 8 due to failure to disclose its 2024 annual report and the first quarter report for 2025 within the stipulated time [1][2] - The stock price has significantly declined from over 3 yuan to as low as 1.35 yuan, currently standing at 1.58 yuan as of August 13 [2] Group 2: Investor Decision-Making - Investors face three scenarios for decision-making: significant losses reported, normal operations of the main subsidiary despite losses, or severe losses necessitating drastic measures like delisting [3] - The lack of timely financial reports has severely limited investors' ability to make rational decisions [3][4] Group 3: Risks and Concerns - There is a concern that the company's financial difficulties may lead to a situation where the actual controller acquires shares at a low cost due to the forced selling of shares by investors facing delisting risks [4] - The total assets of Tianmao Group exceed 280 billion yuan, with financial investments amounting to 122.9 billion yuan, indicating that slight changes in discount rates could lead to significant value fluctuations [4] - The planned acquisition price implies a total valuation of only 7.8 billion yuan, raising questions about the fairness of the transaction [4]

Core Viewpoint - *ST Tianmao has faced a series of challenges since 2025, including delayed annual reports, stock price drops, and plans to voluntarily delist, raising concerns about investor rights and company transparency [1][2][4]. Group 1: Disclosure Issues - On April 29, 2025, *ST Tianmao announced it could not release its 2024 annual report and Q1 2025 report on time, citing the need for further information [2]. - The stock price fell to 3.04 yuan per share, marking the largest single-day drop in three months, reflecting investor concerns over the company's disclosure practices [2]. Group 2: Financial Performance and Liquidity Concerns - The company is primarily reliant on its subsidiary, Guohua Life, which is facing significant operational pressures, with a projected loss of 500 million to 750 million yuan for the full year of 2024 [3]. - Guohua Life reported a high surrender payment of 20.6 billion yuan in 2023, with compensation expenses surging to 21.822 billion yuan in the first three quarters of 2024, indicating increasing liquidity risks [3]. Group 3: Delisting Plans - On August 14, 2025, *ST Tianmao announced plans to voluntarily withdraw its A-shares from the Shenzhen Stock Exchange due to significant uncertainties affecting the company [4]. - A shareholder meeting is scheduled for August 25, 2025, to discuss the delisting proposal, with stock trading suspended from August 14, 2025 [4].

Core Viewpoint - Tianmao Group is facing delisting risks due to failure to disclose its 2024 annual report and Q1 2025 report on time, leading to a choice of voluntary delisting to protect investors [1][4] Group 1: Company Financial Situation - The company announced a projected loss of 500 million to 750 million yuan for 2024, which caused a significant drop in stock price, although it only fell by 5.54% on the announcement day [2] - The stock price has continued to decline, reaching as low as 1.35 yuan, and was at 1.58 yuan as of August 13 [1] - The actual controller has taken responsibility, offering investors a cash option to mitigate losses, with a buyback price set at 1.6 yuan per share, potentially costing up to 2.607 billion yuan [4] Group 2: Investor Decision-Making - Investors face three scenarios: continued holding due to potential recovery, accepting cash options due to severe losses, or uncertainty leading to forced selling at low prices [2][3] - The lack of timely financial disclosures has severely impacted investors' ability to make informed decisions, leading to fears regarding delisting and stock performance [3] Group 3: Market Implications - The company’s total assets exceed 280 billion yuan, with financial investments amounting to 122.9 billion yuan, indicating that slight changes in discount rates could lead to significant financial impacts [3] - The valuation of Tianmao Group is concerning, with a net asset value of 21.8 billion yuan, while the buyback plan suggests a total valuation of only 7.8 billion yuan, raising questions about the fairness of the transaction [5]

Group 1 - As of August 14, a total of 305 A-share stocks have their prices falling below the net asset value per share, excluding negative data [1] - The companies with the lowest price-to-net asset ratios include Meikailong at 0.272 times, Jindi Group at 0.299 times, and *ST Tianmao at 0.357 times [1]

每经评论员 杜恒峰 缺少财报方面的关键信息，投资者便难以作出最理性的决策。天茂集团是一家控股公司，旗下国华人寿 才是其经营主体。目前，投资者可基于三种情形进行决策：一是1月21日公司公告2024年预亏5亿元~7.5 亿元，尽管亏损额较大，但当天股价仅下跌5.54%，次日则出现涨停，此后年报难产使得相关数据的可 信度大打折扣。二是国华人寿业绩亏损较大，但整体运营正常（8月5日的公告称"公司正常经营"），考 虑到保险公司的长久期负债对利率高度敏感，这些亏损可能只是账面情况而非现金流亏损，一旦利率企 稳，业绩或将反弹。三是国华人寿业绩亏损过于巨大，需要通过天茂集团退市这样的特殊措施来挽救局 面。笔者认为，如果是情形一和情形二，继续持股似乎相对合理一些；若是情形三，则行使现金选择权 相对有利。 当然，对投资者而言，还会存在另一种假设：年报难产导致股价跌至低位，退市风险倒逼投资者卖出手 中的低价筹码，实控人借此以最低成本获得上市公司尽可能多的股权，年报实际上被异化成达成这一目 的的工具。无论属于上述哪种情形，投资者的知情权都受到了极大损害，未来在对退市决议进行投票 时，他们内心更多的是对未知信息和退市风险的恐惧，而无法 ...

登录新浪财经APP 搜索【信披】查看更多考评等级 8月13日晚间，*ST天茂（000627）公告，公司拟以股东会决议方式主动撤回A股股票在深交所的上市交易，并在股票终止上市后申请转入全国 中小企业股份转让系统有限责任公司代为管理的退市板块转让。 公司将于8月25日召开2025年第一次临时股东会，审议公司以股东会决议方式主动终止上市相关议案。本次股东会股权登记日为8月13日。根据 相关规则，公司股票自股东会股权登记日的次一交易日，即2025年8月14日开市起停牌。 *ST天茂此前公告，由于公司拟进行业务结构调整，面临重大不确定性，可能对公司造成重大影响。为保护中小股东利益，根据相关规定，经 公司董事会审议通过，公司拟以股东会决议方式主动撤回A股股票在深交所的上市交易，并在股票终止上市后申请转入全国中小企业股份转让 系统有限责任公司代为管理的退市板块转让。 除了拟主动退市外，公司目前也处于退市危机中。8月12日，公司发布了《股票可能被终止上市的第五次风险提示公告》。公告显示，公司无 法在法定期限内披露2024年年度报告和2025年第一季度报告，公司股票已自2025年5月6日开市起停牌，公司在股票停牌的两个月内仍未 ...

Core Viewpoint - The decision of whether *ST Tianmao will voluntarily delist is crucially dependent on the votes of minority shareholders holding less than 5% of the shares, as they will play a key role in the upcoming shareholder meeting [5][8]. Group 1: Shareholder Meeting and Delisting Proposal - *ST Tianmao will hold its first extraordinary general meeting of 2025 on August 25 to discuss the proposal for voluntary delisting [3][10]. - The stock will be suspended from trading starting August 14, 2025, following the registration date for shareholders [3][10]. - The proposal requires approval from two-thirds of the voting rights of all shareholders and two-thirds of the voting rights of minority shareholders [6][10]. Group 2: Current Financial Situation and Risks - The company has not released its 2024 annual report, which poses a risk of being forced to delist [12][13]. - If the company fails to disclose the required annual report within two months after being warned, it will face mandatory delisting [14]. - The stock has been under risk warning since July 8, 2025, due to the failure to disclose financial reports [12][14]. Group 3: Shareholder Dynamics and Cash Option - As of July 18, 2025, *ST Tianmao had approximately 111,900 shareholders, with a significant portion being minority shareholders [9][8]. - A cash option is being offered to all shareholders, including dissenting ones, at a price of 1.60 yuan per share, which provides a potential exit strategy for investors [10][16]. - Following the announcement of the voluntary delisting, the stock price increased nearly 9%, closing at 1.58 yuan per share on August 13, 2025, just below the cash option price [10][16].

Core Viewpoint - Tianmao Group has announced its intention to voluntarily delist from the A-share market due to significant operational uncertainties and the inability to publish its 2024 annual report on time, which has led to considerable delisting pressure [1][4]. Group 1: Delisting Announcement - Tianmao Group's board has approved a resolution to voluntarily withdraw its A-share listing on the Shenzhen Stock Exchange, pending approval from shareholders [2]. - The delisting requires a two-thirds majority vote from shareholders, with the controlling shareholder holding 66.78% of the shares, making the support of the remaining 33.23% crucial for the resolution's passage [2][3]. Group 2: Reasons for Delisting - The company cited business restructuring and significant uncertainties as the primary reasons for the delisting decision [2]. - Tianmao Group has faced pressure due to the failure to disclose its 2024 annual report within the legal timeframe, leading to a delisting risk warning from the Shenzhen Stock Exchange [4]. Group 3: Financial Performance - Tianmao Group has reported declining performance over the years, with net profits decreasing by 67.32%, 18.88%, 41.78%, and 337.82% from 2020 to 2023, culminating in a net loss of 6.52 billion yuan in 2023 [5]. - For the first three quarters of 2024, the company has projected a net loss of 3.33 billion yuan, with expectations of a total loss between 5 billion to 7.5 billion yuan for the year [6]. Group 4: Investor Protection Mechanism - The company has established an investor protection mechanism, allowing shareholders to exercise a cash option for their shares post-delisting, ensuring they receive cash compensation for their holdings [3]. Group 5: Industry Context - Several companies have voluntarily delisted from the A-share market this year, including Haitong Securities and Yulong Co., due to operational uncertainties and financial difficulties [7]. - The trend of voluntary delisting is seen as a move to reduce "shell speculation" and optimize market ecology, reflecting the maturity of market mechanisms [8].

Core Viewpoint - The acceleration of delisting in A-shares is driven by regulatory policies aimed at "retreating as necessary," with a total of 23 companies delisted this year due to various reasons, including financial issues and major violations [1][2][3]. Group 1: Delisting Trends - A total of 23 A-share companies have been delisted this year, with reasons including financial delisting, trading delisting, major violations, and voluntary delisting [1][2]. - The diversification of delisting types has led to an increase in companies choosing voluntary delisting, with *ST Tianmao being the fifth company to do so this year [1][2]. - The delisting process is becoming more streamlined and efficient, with a focus on enhancing the market's price mechanism and resource allocation capabilities [1][3]. Group 2: Regulatory Impact - The tightening of delisting regulations is seen as beneficial for investor protection, reducing "shell speculation" and optimizing market ecology [2][3]. - The new delisting rules have established clearer and stricter standards for major violations, particularly concerning financial fraud, which has led to an increase in companies being forced to delist due to financial issues [3]. - The number of companies delisted from 2020 to 2024 is projected to increase significantly, indicating a trend towards normalization and diversification of the delisting process [3]. Group 3: Recommendations for Improvement - Suggestions have been made to further clarify the delisting process and compress overlapping steps, enhancing the regulatory functions of exchanges to prevent companies from remaining inactive [4]. - There is a call for the establishment of a robust mechanism for accountability and penalties post-listing, as well as improved investor compensation mechanisms to protect the rights of small investors [4].

Group 1: Company Announcements - Chipone Technology plans to issue H-shares and apply for listing on the Hong Kong Stock Exchange [1] - Good Products' controlling shareholder is involved in a lawsuit with a disputed amount of 1.023 billion yuan [2] - Zhengfan Technology intends to acquire 62.23% of Hanjing Semiconductor for a total of 1.12 billion yuan [3] - Yitang Co. has filed a lawsuit against Applied Materials for the infringement of core technology secrets, seeking 99.99 million yuan in damages [4] - ST Jinggu reported a loss of approximately 19 million yuan in inventory due to alleged misconduct by a former actual controller [5][6] Group 2: Financial Performance - Tencent Holdings reported Q2 revenue of 184.504 billion yuan, a year-on-year increase of 15% [7] - Hatou Co. achieved a net profit of 380 million yuan in the first half of the year, a year-on-year increase of 233.08% [8] Group 3: Shareholding Changes - Anlu Technology announced that the National Integrated Circuit Industry Investment Fund and others plan to reduce their holdings by up to 3.25% [9]