RONG FENG HOLDING(SZ:000668) Zheng Quan Zhi Xing·2025-05-18 08:30Core Viewpoint - The report outlines the independent financial advisory role of Zhongtian Guofu Securities in the major asset sale and related transactions of Rongfeng Holdings, emphasizing compliance with legal regulations and the completion of the asset transfer process [1][2][8]. Group 1: Transaction Overview - Rongfeng Holdings plans to sell a 33.74% stake in Anhui Weiyu Medical Technology Co., Ltd. to its controlling shareholder, Shengshida, through a cash transaction [3][4]. - The transaction involves two phases of payment, with the first phase requiring Shengshida to pay 142 million yuan within 10 working days after the supplementary agreement takes effect, and the remaining payment to be completed by December 31, 2023 [4][5]. Group 2: Financial Performance - For the year 2024, Rongfeng Holdings reported a revenue of 133.46 million yuan, a year-on-year increase of 13.87%, while the net profit attributable to shareholders was -367.78 million yuan, a decrease of 640.96% compared to the previous year [6][7]. - The net cash flow from operating activities was 14.51 million yuan, reflecting a significant increase of 301.76% year-on-year, while the net assets attributable to shareholders decreased by 33.39% to 733.77 million yuan [6][7]. Group 3: Corporate Governance - The company has been improving its corporate governance structure in accordance with relevant laws and regulations, ensuring effective operation and information disclosure [7][8]. - The governance structure is characterized by clear responsibilities, effective checks and balances, and coordination among the shareholders' meeting, board of directors, and supervisory board [7][8]. Group 4: Compliance and Commitments - All conditions for the effectiveness of the transaction agreements have been met, and there have been no violations of the agreements by the parties involved [6][8]. - The independent financial advisor confirms that the actual implementation of the transaction aligns with the previously disclosed restructuring plan, with no significant discrepancies found [6][8].