Core Viewpoint - The company is undergoing a strategic transformation by transferring its real estate development assets and liabilities to its controlling shareholder, aiming to focus on property management and asset management for sustainable growth [4][8]. Fundraising Overview - The company raised a total of RMB 443.80 million by issuing 51,664,712 shares at RMB 8.59 per share, with a net amount of RMB 438.25 million after deducting issuance costs [1]. - The funds were allocated to specific projects, including RMB 157.36 million for "Changsha Fengming Dongfang" and RMB 276.93 million for "Tianjin Chunying Haihe" [1]. Fund Utilization - As of the date of the report, the company has fully utilized the raised funds according to the specified purposes and has closed the fundraising account, transferring any remaining balance to its own funds for permanent working capital [2][3]. Project Termination and Transfer - The company plans to terminate and transfer the fundraising projects "Changsha Fengming Dongfang" and "Tianjin Chunying Haihe" due to ongoing losses in its real estate development business [4][6]. - The transfer aims to reduce the company's debt ratio and optimize its asset structure, thereby enhancing profitability and operational sustainability [4][8]. Transaction Details - The transaction involves transferring real estate development-related assets and liabilities to the controlling shareholder, China Communications Real Estate Group [4][5]. - The transaction price is based on an asset evaluation report, with the net asset value of the transferred assets assessed at a specific date [7]. Impact of the Transaction - The restructuring will allow the company to shift its focus from real estate development to property services and asset management, promoting a light-asset operational model [8]. - This strategic shift is expected to improve the company's business structure, enhance its value, and protect the interests of minority shareholders [8][9]. Approval Process - The transaction has been approved by the board of directors and independent directors, and it is pending approval from the shareholders' meeting [9].
*ST中地: 中国国际金融股份有限公司关于中交地产股份有限公司转让资产暨关联交易中涉及部分募投项目终止并向关联方转让的核查意见