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启明创投拟入主天迈科技 一级市场基金探索并购新路径

Core Viewpoint - The article discusses the acquisition of Tianmai Technology by a private equity fund, highlighting the shift towards mergers and acquisitions in the context of tightened IPO regulations, marking a significant case in the A-share market for private equity fund acquisitions of listed companies [2][3]. Group 1: Acquisition Details - Tianmai Technology announced a change in control, with Suzhou Yichen becoming the controlling shareholder after acquiring 26.10% of the shares [2][5]. - The acquisition involves a transfer agreement where the original controlling shareholders, Guo Jianguo and Tian Shufen, will relinquish their voting rights, reducing their shareholding from 49.73% to 23.63% [5][6]. - The acquisition price is set at 452 million yuan for 17.76 million shares, representing a 26.10% stake [5]. Group 2: Regulatory Context - The transaction is subject to compliance review by the Shenzhen Stock Exchange and other regulatory approvals, following the "9·24 New Policy" from the China Securities Regulatory Commission, which supports private equity fund acquisitions for industrial integration [3][6]. - If successful, this acquisition will be the first case of a private equity fund acquiring a listed company in the A-share market under the new regulatory framework [3]. Group 3: Financial Performance and Commitments - Tianmai Technology has reported losses for five consecutive years, with net profits from 2020 to 2024 being -15.27 million, -49.81 million, -20.90 million, -54.87 million, and -60.83 million yuan respectively [7]. - The agreement includes performance commitments to maintain the company's listing status, requiring the company to achieve a minimum revenue of 100 million yuan and a net profit of no more than -30 million yuan in 2025 [7]. Group 4: Fund Structure and Management - Suzhou Yichen was established on January 23, 2025, with Suzhou Yihan as the general partner responsible for daily management [8][11]. - The fund's major limited partners include state-owned enterprises, indicating a blend of private and public capital in the acquisition structure [9][10]. - The dual general partner structure aims to ensure transparency and compliance, facilitating a smoother integration of private equity into the governance of listed companies [12].