Hua Er Jie Jian Wen·2025-09-25 14:16Transaction Overview - The jewelry fashion group plans to introduce investors for financing, with Bank of China Asset increasing capital by RMB 400 million, acquiring 3.5596% equity in the target company [1] - After the transaction, Fosun International will still indirectly hold 91.03% equity through Yuyuan Shares, maintaining control [1] Valuation Basis - According to an independent valuation report, the net asset valuation of the jewelry fashion group is RMB 9.016 billion, with a pre-investment valuation determined based on a projected net profit of RMB 241 million for the second half of 2024 [2] - The investment arrangement includes a buyback option for external investors after 60 months, with the buyback price calculated at an annualized return of 8% [2] - Institutional investors have a transfer option during a 3-year investment period, which can be extended by 2 years [2] Financial Performance - The jewelry fashion group is projected to have a revenue of RMB 29.996 billion and a net profit of RMB 714 million in 2024; for the first half of 2025, revenue is expected to be RMB 12.899 billion with a net profit of RMB 290 million [3] Significance of Listing Rules - The transaction constitutes a major transaction that has received written approval from the controlling shareholder, Fosun Holdings, and does not require a shareholders' meeting [4] - The funds raised will be used to repay qualified financial institution debts [4] External Investors - A total of 36 investors contributed RMB 770 million through Heze Zhuying [5] - Bank of China Asset increased capital by RMB 600 million, acquiring 5.4059% equity [5] - The total financing scale reached RMB 1.98 billion [5]