JHT(603199) 证券之星· Zheng Quan Zhi Xing·2025-05-23 14:08Group 1 - The acquisition involves Anhui Jiuhua Mountain Tourism Development Co., Ltd. (Jiuhua Tourism) by Anhui Jiuhua Mountain Cultural Tourism and Health Group Co., Ltd. (Cultural Tourism Group), which aims to increase its stake to over 30% [1][2] - The acquisition requires approval from higher-level state-owned asset management departments, Jiuhua Tourism's shareholders' meeting, Shanghai Stock Exchange, and the China Securities Regulatory Commission [2][20] - Cultural Tourism Group has committed to not transferring the acquired shares for 36 months post-acquisition, which allows it to avoid mandatory tender offer obligations [2][20] Group 2 - Cultural Tourism Group's main business includes cultural tourism resource development, tourism operations, scenic area management, cultural activity services, and elderly care services [14] - The financial data for Cultural Tourism Group over the last three years shows total assets increasing from 424,018.61 million RMB to 576,090.11 million RMB, with net profit fluctuating significantly [14] - The acquisition is expected to enhance Jiuhua Tourism's financial strength and support its business expansion and project investments [20] Group 3 - The acquisition will not change the control of Jiuhua Tourism, as Cultural Tourism Group will hold 30.40% of the shares post-acquisition, maintaining its status as the controlling shareholder [21][22] - The acquisition price will be based on the average trading price of Jiuhua Tourism's shares over the 20 trading days prior to the pricing date, ensuring it does not fall below the net asset value per share [22][25] - The acquisition agreement includes provisions for adjustments in case of stock dividends or capital increases, ensuring fair pricing for the shares acquired [22][25]