516%溢价收购亏损旅行社，昂立教育跨界豪赌“银发经济”

Core Viewpoint - The acquisition of Shanghai Leyou by Anli Education has sparked market attention and skepticism due to a high premium rate of 516.23%, raising questions about valuation and associated risks [1][3][4]. Acquisition Details - Anli Education plans to acquire 100% of Shanghai Leyou for 38 million yuan, despite Leyou's negative net asset value of -9.1295 million yuan, resulting in a premium of 516.23% [3][4]. - The acquisition is expected to generate approximately 47 million yuan in goodwill [3][4]. - Anli Education's chairman stated that the acquisition aims to achieve strategic and business synergies, particularly focusing on the silver economy as a second growth curve for the company [3][10]. Board Concerns - Some board members expressed concerns about the acquisition's support for the main business, with four out of eleven directors abstaining from the vote, indicating internal disagreements [4][12]. - Independent directors later supported the valuation methods used, asserting that the assessment reflects the true value of the target company [4][12]. Financial Implications - The acquisition could lead to significant financial risks, including potential impairment if performance does not meet expectations [5][12]. - Anli Education has set performance targets for Shanghai Leyou, requiring a total audited revenue of at least 480 million yuan and a net profit of at least 5 million yuan from 2025 to 2028, with a maximum compensation of 19 million yuan for unmet targets [7][8]. Market Strategy - Anli Education is positioning itself in the silver economy sector, targeting active elderly individuals with personalized travel services through Shanghai Leyou [10][11]. - The company has already begun exploring opportunities in the silver economy, launching projects aimed at elderly education and entertainment [10][11]. Competitive Landscape - The silver economy market is becoming increasingly competitive, with various educational companies entering the space, which may pose challenges for Anli Education [11][12]. - Anli Education believes that Shanghai Leyou's offline model aligns well with the preferences of the elderly demographic, potentially providing a large customer base for future growth [11][12].