以下文章来源于风财讯 ，作者W=T=T 风财讯 . 凤凰网旗下7X24H泛财经新闻平台，专注资本市场、新经济、新金融领域。通过深度原创、专家访谈、 实地探访，还原事实本真。 作者 | W=T=T 来源 | 风财讯 导语： 在"世纪金源二代"黄涛打造的资本拼图中，厦大校友不仅是投资合伙人，更是他入局多 家上市公司的隐形纽带。 庞大的"世纪金源系"又在全新领域增加了一块资本 拼图。 6 月 10 日，"童装第一股"安奈儿( 002875.SZ)发布公告称，深圳新创源投资合伙企业(有限合伙)将 成为公司的控股股东，黄涛将成为安奈儿的实际控制人，目前新创源暂无向公司注入资产的计划。 天眼查显示，黄涛为世纪金源投资集团有限公司的实控人，知名企业家黄如论之子。 然而安奈儿以停牌前股价的 9 折、 4.22 亿元"易主"，资本市场似乎并不买账。 6 月 10 日复牌后， 安奈儿收盘价 16.08 元下跌 4.85%，6月11日股价继续下跌 。 黄涛多元化投资加速 申科股份是主营滑动轴承的制造企业， 皖通科技是一家专业化从事高速公路信息系统集成的综合性 企业 。 黄涛在泛地产领域的知名投资则要谈及当代集团。 2022 年，第 ...

Group 1 - The core phenomenon observed in the capital market is that traditional giants with stable profits may have flat valuations, while emerging models that tell growth stories, even if unprofitable, enjoy high premiums [1][2] - The market's "expectation pricing" logic indicates that stock prices reflect future cash flows rather than past performance, leading to a preference for companies with growth narratives over those with short-term profitability [2][3] - Anner's new controlling shareholder, Huang Tao, brings a strong background in children's commercial models, which may synergize with Anner's strategic direction in the children's industry [3][4] Group 2 - Anner possesses an undervalued channel network with nearly 700 stores nationwide and a database of children's body characteristics, which can serve as a competitive barrier in the current market [3][4] - The potential for upgrading stores into multifunctional spaces that enhance customer experience and engagement could activate dormant value and inject new growth narratives into Anner [4][5] - Anner's brand value is significant in the children's clothing industry, where trust is paramount, and the company has established itself as one of the top ten children's clothing brands in China [4][5] Group 3 - Anner has an undervalued technological asset in its antiviral and antibacterial fabric, which could lead to significant industry upgrades and product innovation opportunities [5][6] - By leveraging electronic beam grafting technology, Anner could establish a competitive advantage in the functional clothing sector and expand its product range [6] - The market's willingness to pay a premium for Anner's undervalued multiple assets and future possibilities is reflected in the recent change of control at a market capitalization of 3.6 billion [6]

Core Viewpoint - Anniel is actively planning a change in control, which may be a strategic decision by the founder after a four-year performance decline due to a sluggish market environment [1] Group 1: Company Situation - Anniel, known as the "first stock of children's clothing" in A-shares, has experienced a significant downturn since 2020, marking a turning point in its trajectory [1] - The company is seen as a "temporary dilemma" type according to Peter Lynch, where the market tends to assume that short-term issues will persist long-term [2] - Despite challenges, Anniel maintains its core brand value and market foundation, showcasing resilience in the face of industry reshuffling and changing consumer habits [3] Group 2: Strategic Initiatives - Anniel has introduced innovative products like the anti-virus and anti-bacterial "Anxin Yi" and the comfort-focused "Chao Shu Yi," aligning with market demands post-pandemic [2] - The launch of these products represents a strategic shift from traditional children's clothing to a more functional and technology-driven approach [2] - The upcoming change in control may present new opportunities for the company, potentially leading to a significant transformation under new leadership [3]

Core Viewpoint - Shenzhen Annai (002875.SZ) is undergoing a significant change in control, with a new investor, Shenzhen Xinchuangyuan Investment Partnership, set to become the controlling shareholder, while the founders will exit the company [1][10]. Group 1: Share Transfer Details - The share transfer agreement was signed on June 9, 2025, with the founders transferring 28 million shares (13.03% of total shares) to Xinchuangyuan for a total consideration of approximately 422 million yuan, at a price of 15.21 yuan per share [10]. - Following the transfer, the founders will have cashed out over 1 billion yuan, with the new controlling shareholder, Huang Tao, taking over as the actual controller of Annai [10][12]. Group 2: Company Background and Performance - Annai, known as the "first stock in children's clothing," has faced declining performance since 2020, with net profits of -47 million yuan in 2020, -3 million yuan in 2021, -237 million yuan in 2022, -100 million yuan in 2023, and -115 million yuan in 2024 [9]. - The company attempted to pivot towards technology by planning to acquire a stake in Shenzhen Innovation Technology Co., Ltd. in late 2023, but this acquisition ultimately failed [9]. Group 3: New Controlling Shareholder - Xinchuangyuan was established on May 27, 2025, with a registered capital of 395 million yuan, and it paid 80 million yuan as an initial deposit for the share transfer just three days after its formation [3][5]. - Huang Tao, the actual controller of Xinchuangyuan, has a notable history in the stock market, having previously gained control of Wantu Technology (002331.SZ) and currently holding stakes in several other companies [5][6]. Group 4: Market Reaction - Annai's stock price has been volatile, with a notable increase of over 20% from May 27 to May 30, coinciding with the establishment of Xinchuangyuan and the payment of the initial deposit [7]. - On the day of the announcement of the share transfer, Annai's stock price experienced a significant drop, reflecting market concerns about the lack of asset injection plans from the new controlling shareholder [12].

Core Viewpoint - Anner (002875) is undergoing a significant change in control, with Shenzhen Xinchuangyuan Investment Partnership set to become the new controlling shareholder, reflecting a strategic shift aimed at revitalizing the company amidst industry challenges [1][2]. Company Summary - Anner, known as the "first stock of children's clothing" in A-shares, has faced losses due to intensified competition, changing consumer demands, and operational inefficiencies, despite its strong brand value and market presence [1][2]. - The company has a long-standing reputation in the children's clothing sector, having been established for 29 years, and is recognized for its safety and comfort in products, maintaining a competitive edge in brand influence and channel advantages [3]. Industry Context - The trend of control changes in A-shares has been prevalent, with over 120 cases reported in 2023, often leading to strategic adjustments and improved profitability for companies involved [2]. - The shift in control at Anner is indicative of a broader transformation within the traditional clothing sector, as companies seek to leverage new shareholder resources to overcome growth limitations [2][3]. - Anner's control change is seen as a potential turning point, combining its established brand strengths with new strategic insights from the incoming shareholders, which may serve as a model for other traditional brands undergoing transformation [2][3].

Core Viewpoint - An announcement was made regarding the change of control at Annier, with Huang Tao from Century Jinyuan set to become the new actual controller of the company following a share transfer agreement [1][3]. Group 1: Share Transfer Details - On June 9, the controlling shareholders Cao Zhang and Wang Jianqing signed a share transfer agreement with Shenzhen Xinchuyuan Investment Partnership, transferring a total of 27,764,400 shares, which accounts for 13.03% of the total share capital of Annier [3]. - The share transfer price was set at 15.21 RMB per share, totaling approximately 422 million RMB [3]. - Following the transfer, Cao Zhang will relinquish voting rights for 30,562,400 shares, representing 14.35% of the total share capital, making Xinchuyuan the controlling shareholder [3]. Group 2: Company Background and Performance - Annier, one of the earliest children's clothing brands in China, was founded in 1996 and went public in 2017, becoming the first children's clothing stock in A-shares [4]. - The company has faced significant challenges since 2020, with revenue declining for five consecutive years and net losses totaling 506 million RMB over this period [5]. - In 2024, Annier reported revenue of 639 million RMB, down from 1.327 billion RMB in 2019, and a net loss of 116 million RMB [5]. Group 3: New Controller's Background - Huang Tao, the actual controller of Xinchuyuan, is also the president of Century Jinyuan Investment Group, a large private enterprise with investments exceeding 400 billion RMB across various sectors [5][6]. - Century Jinyuan operates over 100 shopping centers and manages more than 10 million square meters of commercial space [6]. Group 4: Market Reaction - As of June 10, Annier's stock price closed at 16.08 RMB, reflecting a decline of 4.85% [7].

Core Viewpoint - Anner's control transfer plan has made substantial progress, ensuring long-term stability and strategic development for the listed company through a combination of share transfer, voting rights waiver, and commitment not to seek control [1][2]. Group 1: Control Transfer Details - The actual controllers, Cao Zhang and Wang Jianqing, hold a combined 27.38% of shares, with Cao holding 19.13% and Wang 8.25% [2]. - The share transfer plan allows for a maximum transfer of 13.03%, with Cao retaining 14.35% of shares, thus remaining the largest shareholder [2]. - Cao's commitment not to seek control aims to eliminate future control disputes and signals stability in the company's control structure, which is beneficial for maintaining stock prices and company image [2][3]. Group 2: Buyer Commitments - The buyer has committed to acquiring an additional 3% of shares through block trading, ensuring their voting rights will not be less than 16.03%, making them the largest shareholder [3]. - This commitment reflects the buyer's confidence in the company's long-term value and their willingness to invest further [3]. Group 3: Market Context - The control transfer is part of a broader trend where multiple listed companies are considering control changes as a strategic upgrade opportunity [3]. - Successful completion of this transaction could help Anner overcome current development challenges and revitalize its brand in the children's clothing industry [3].

Core Viewpoint - Shenzhen Annil Children's Wear Co., Ltd. is undergoing a change in control, with the new controlling shareholder being Shenzhen Xinchuangyuan Investment Partnership and the actual controller being Huang Tao from Century Jinyuan Investment Group, which is expected to enhance the company's operational capabilities and market positioning [1][2]. Group 1: Control Change Details - The original controlling shareholders, Cao Zhang and Wang Jianqing, plan to transfer 27.7644 million shares (13.03% of total shares) to Xinchuangyuan at a price of 15.21 yuan per share, totaling approximately 422 million yuan [1]. - Xinchuangyuan has already paid 80 million yuan as an earnest money deposit, which is about 20% of the transaction price, indicating strong financial capability [1]. - The share transfer agreement includes a commitment to ensure stable control by waiving voting rights on the remaining shares held by the original shareholders [1]. Group 2: Future Plans and Strategic Direction - After acquiring control, Xinchuangyuan plans to reorganize the board and management within one month, nominating three non-independent candidates and three independent director candidates [2]. - Century Jinyuan, under Huang Tao, has a strong background in real estate and commercial operations, which aligns well with Annil's brand positioning in the children's apparel market [2][3]. - Annil has established 670 offline stores across the country, with 441 being directly operated, providing a solid foundation for the new controlling shareholder to optimize operations without needing to rebuild the business model [2][3]. Group 3: Market Outlook and Synergies - Analysts believe that the resources from Century Jinyuan can help Annil expand into shopping centers and enhance its member system and experiential offerings [3]. - The new controlling shareholder's previous success in transforming Anhui Wantong Technology Co., Ltd. into profitability is seen as a positive indicator for Annil's future performance [3]. - With the infusion of capital and industrial resources from Xinchuangyuan, Annil is expected to strengthen its capabilities in key areas such as market expansion, technology development, and supply chain optimization [3].

为突破困境，安奈儿也曾尝试多种举措，但都算不上顺利。2022年11月前后，安奈儿大力宣传尚处于研发测试阶段的抗病毒面料，却因信息披露不准确收到 深交所警示函。2023年底，安奈儿计划以4亿元价格收购大数据企业深圳创新科22%的股权，却因标的公司的高溢价及资金压力等问题收到深交所监管问 询，最终于2024年4月7日宣布终止该笔收购。此外，安奈儿还因对建设项目有着较大经营压力，终止了自2020年开始筹划的"安奈儿电商运营中心建设项 目"，并延期"营销网络数字化升级项目"。 近日，深圳市安奈儿股份有限公司（以下简称"安奈儿"）发布筹划控制权变更并停牌的公告，预计停牌时间不超过2个交易日。此次停牌源于安奈儿控股股 东、实际控制人曹璋、王建青拟向交易对手方转让公司13.03%的股份，若交易完成，控股股东、实际控制人将变更，交易对手方主要从事投资管理业务。 此次曹璋和王建青夫妇决定转让公司控制权，或许是希望为安奈儿带来新的资源与发展机会。然而，新实控人入主后，如何整合业务、改善业绩，将是其面 临的首要难题，其能否带领安奈儿走出业绩下滑的泥沼，实现新的发展仍需持续关注。 安奈儿自2017年上市后，曾有过几年高增长期，但自2 ...

Meeting Details - The shareholder meeting was held on June 10, 2025, with voting conducted through both on-site and online methods [1][2] - The total share capital of the company as of the meeting date was 213,016,872 shares, with 606,252 shares in the repurchase account not entitled to vote, resulting in 212,410,620 shares eligible for voting [2] - A total of 71,129,383 shares were represented at the meeting, accounting for 33.49% of the voting shares [2] Voting Results - Ordinary resolutions passed included the 2024 Board of Directors' Work Report, the 2024 Supervisory Board Work Report, and the 2024 Financial Settlement Report [2][3] - The proposal for the 2024 profit distribution plan was also approved [3] - Special resolutions included changes to registered capital and amendments to the Articles of Association, which required a two-thirds majority to pass [2][3] Legal Opinions - The legal opinion from Beijing Jindu (Shenzhen) Law Firm confirmed that the meeting's procedures complied with relevant laws and regulations, and the voting results were deemed valid [4]