SXLY(SZ:002627) Shang Hai Zheng Quan Bao·2025-10-10 18:19Transaction Overview - Hubei Three Gorges Tourism Group Co., Ltd. participated in the establishment of Chongqing Peak Double Gorge Tourism Co., Ltd. in 2022, holding a 35% stake [2] - The company, in partnership with Chongqing Wushan Cultural Tourism Group Co., Ltd., acquired a 35% stake from Chongqing Wanzhou Automobile Transport (Group) Co., Ltd. for a total price of 4.11572 million yuan, with the company acquiring 5% for 587,960 yuan [2][12] - Post-transaction, the shareholding structure of Peak Double Gorge will be: Three Gorges Tourism 40%, Wushan Cultural Tourism 30%, and Chijia Cultural Tourism 30% [2] Transaction Details - The transaction does not require board approval and is not classified as a related party transaction or a major asset restructuring [3][4] - The transaction was conducted through the Chongqing United Property Rights Exchange [5] Parties Involved - Chongqing Wanzhou Automobile Transport (Group) Co., Ltd. has a registered capital of 1.74896613 billion yuan and is not a dishonest executor [6][8] - Chongqing Wushan Cultural Tourism Group Co., Ltd. is a state-owned enterprise with a registered capital of 11.5 billion yuan and is also not a dishonest executor [7][8] Target Company Information - Chongqing Peak Double Gorge Tourism Co., Ltd. has a registered capital of 500 million yuan and was established on May 12, 2022 [9][10] - The company is not a dishonest executor [10] Financial Assessment - The total equity of Peak Double Gorge was assessed at 11.7592 million yuan as of December 31, 2024, using both asset-based and income approaches, with the income approach being the final conclusion [11] Pricing Basis - The public listing price for the 35% stake was 4.11572 million yuan, with the company’s 5% stake priced at 587,960 yuan [12] Contractual Details - The contract stipulates that the total payment for the stake will be made in one lump sum, with specific payment timelines and conditions outlined [17][20] Purpose and Impact of the Transaction - The acquisition aligns with the company's strategic goal of becoming a leader in China's inland cruise tourism and is a significant step in enhancing its tourism industry layout [24] - The transaction will not adversely affect the company's daily operations and is expected to enhance shareholder value [25]