SXN(SH:600661) Shen Zhen Shang Bao·2025-11-26 12:32Core Viewpoint - The acquisition of Shanghai Leyou by Angli Education is primarily aimed at achieving strategic and business synergies, particularly in catering to the aging population and enhancing the company's core education business [1][2]. Group 1: Acquisition Details - Angli Education plans to acquire 100% equity of Shanghai Leyou for 38 million yuan, despite the latter's net asset value being -9.1295 million yuan, resulting in a premium rate of 516.23% [1]. - The acquisition is expected to provide personalized travel services to the elderly demographic, which aligns with the company's strategy to tap into the silver economy [1]. - Shanghai Leyou has a significant customer base of elderly clients, with over 70% of its offline store clientele being seniors, which can drive traffic to Angli Education's "Happy Community" initiative [2]. Group 2: Board and Governance - During the board's review of the acquisition, 4 out of 11 directors abstained from voting, which is noted as unusual in M&A cases [2]. - The reasons for the abstentions included concerns over the small scale of the target company and insufficient clarity regarding its operational status [3]. Group 3: Financial Performance and Projections - The acquisition includes performance commitments, requiring Shanghai Leyou to achieve a total revenue of no less than 480 million yuan and a net profit of at least 5 million yuan from 2025 to 2028, which poses a significant challenge given the company's current losses [3][4]. - Angli Education's revenue for the first three quarters of 2025 reached 1.081 billion yuan, marking a year-on-year increase of 12.03%, while net profit rose by 141.11% to 45.9309 million yuan [5].