2025年上半年上市公司重组市场回顾

Group 1 - The A-share listed companies' merger and acquisition (M&A) market has shown significant improvement and continued growth since the issuance of the "Six Merger Rules" nine months ago [1] - As of June 30, 2025, a total of 60 licensed restructuring projects were accepted by the three major exchanges, with 42 cases accepted in the first half of 2025 [2][4] - The approval rate for M&A projects by the M&A Committee in the first half of 2025 was 100%, with 13 projects approved, nearing the total number of approvals for the entire year of 2024 [7] Group 2 - In the first half of 2025, there were 112 newly disclosed restructuring transactions, with 74 being licensed and 38 non-licensed, representing a 287.18% increase compared to the same period in 2024 [11][8] - The trend of using shares and convertible bonds as payment methods for M&A transactions has become mainstream, driven by a stable and rising secondary market [12][15] - Market-oriented transactions have become the dominant trend, with market-based cases slightly outnumbering non-market-based cases in the first half of 2025 [22][24] Group 3 - The proportion of industrial mergers has decreased to 78.22%, while cross-border mergers have increased to 21.78%, indicating a release of normal demand for cross-border mergers following the "Six Merger Rules" [29] - The review cycle for licensed restructuring projects remains lengthy, making the acceleration of acceptance rhythm and improvement of review efficiency crucial for completing the first batch of restructuring transactions [33] - The Sci-Tech Innovation Board has become a significant frontier for M&A activities, with 21 new restructuring cases reported in the first half of 2025, reflecting a growing trend in technology-driven mergers [34][33] Group 4 - In the first half of 2025, there were 25 cases involving IPO-rejected or proposed IPO companies, primarily acquired through market-oriented negotiations [35][37] - Many announced cases have progressed to the draft and acceptance stages, indicating a significant increase in licensed restructuring cases compared to March [38][41] - The second half of 2025 is expected to witness a peak in the first round of reviews following the "Six Merger Rules," with many transactions facing significant scrutiny [41]