梅雁吉祥调整收购条款，提升业绩承诺保障交易安全

Core Viewpoint - The company Meiyan Jixiang (600868) has announced adjustments to the acquisition terms of Shanghai Xinjiyu Information Technology Service Co., Ltd. to further protect its interests and reduce transaction risks [1][2]. Summary by Relevant Sections Acquisition Adjustments - The performance commitment for the target company has been increased from a net profit of 55 million yuan to 61 million yuan for the period from 2025 to 2028 [1]. - The performance guarantee deposit has been raised from 10 million yuan to 20 million yuan [1]. - The performance reward clause for exceeding the profit commitment has been removed [1]. Market Analysis - The e-commerce outsourcing industry is experiencing continuous growth, with the market size expected to increase from 351.62 billion yuan in 2022 to 563.52 billion yuan by 2026 [1]. - The execution amounts for business process outsourcing (BPO) in China were 172.2 billion yuan, 185.8 billion yuan, and 90.23 billion yuan for the years 2023, 2024, and the first half of 2025, reflecting year-on-year growth rates of 17.8%, 7.9%, and 25.7% respectively [1]. Company Profile - The target company, Xinjiyu, specializes in customer service and e-commerce outsourcing, with a stable customer structure where the top five clients accounted for 49.80% and 51.14% of revenue in 2024 and the first five months of 2025, respectively [2]. - Xinjiyu operates under a light asset model, leveraging quality customer resources and innovative service models, which enhances its core competitiveness and sustainability [2]. Integration and Management - The company has completed the formation of a new board of directors and key personnel appointments for Xinjiyu, implementing measures in management, customer relations, employee hiring, financial management, and internal controls [2]. - The company acknowledges potential integration risks, including uncertainties in regional resource complementarity and channel sharing, which could adversely affect Xinjiyu's business development [2]. Financial Considerations - The acquisition is expected to generate goodwill of approximately 76 million yuan, with the company highlighting the risk of goodwill impairment [3]. - The adjusted performance commitments are deemed achievable based on market promotion, customer expansion, order conditions, and profit margin forecasts [3]. - The financial status of the transaction counterpart is sound, and the company has established measures to ensure the payment of potential cash compensation and equity repurchase [3].