海航控股：近8亿并购遭拷问，回复一再延期

Core Viewpoint - HNA Group is facing significant challenges regarding its proposed acquisition of Tianyu Flight Training Co., Ltd., including concerns over the valuation of the target company, its financial stability, and the company's own high debt levels [3][4][9]. Group 1: Acquisition Details - HNA Group plans to acquire 100% of Tianyu Flight Training for 799 million yuan, which represents a 34.37% premium over the assessed net asset value of 595 million yuan [4][5]. - The target company, Tianyu Flight Training, has seen its net assets decrease by 10.53% from 664.8 million yuan in 2019 to 595 million yuan in 2024, yet the acquisition price is higher than the previous sale price of 749.1 million yuan in 2020 [5][6]. - The valuation of Tianyu's intangible assets has raised eyebrows, with a reported increase of 3618.68% from 248,850 yuan to 92.54 million yuan, which constitutes 12.3% of the total assessed net asset value [5][6]. Group 2: Financial Performance Concerns - Tianyu Flight Training's financial performance has been unstable, with net profits fluctuating significantly from 79 million yuan in 2021 to a projected 70 million yuan in 2024, marking a 62.17% decline year-on-year [6][7]. - The company's revenue for 2024 is expected to drop by 8.55% to 385 million yuan, with a notable decrease in training hours for both simulator and crew training [6][8]. - Tianyu's accounts receivable have been concerning, with balances reaching 388 million yuan and 419 million yuan in 2023 and 2024, respectively, indicating a high dependency on receivables for revenue generation [8]. Group 3: HNA Group's Financial Challenges - HNA Group has been struggling with a cumulative net loss of 94.26 billion yuan over the past seven years, with a debt load of 1.402 billion yuan and an asset-liability ratio of 98.91% as of 2024 [9][10]. - The company faces a liquidity gap of 2.49 billion yuan between its short-term borrowings and available cash, which raises concerns about its ability to finance the acquisition without further straining its financial position [10]. - Despite a projected net profit of 45 to 65 million yuan for the first half of 2025, the company is still expected to report a net loss of 40 to 60 million yuan after excluding non-recurring items [10].