新国都是否信披违规待考 溢价近3倍并购的中正智能四折甩卖 主要交易对手竟参与过上市公司股权激励

Core Viewpoint - New Guodu has submitted its prospectus for H-share listing in Hong Kong, raising questions about potential information disclosure violations regarding the transfer of its subsidiary Changsha Fadu Internet Technology Co., Ltd. [1][3] Group 1: Company Transactions and Valuation - New Guodu transferred Changsha Fadu on November 10, 2025, but did not disclose this in its A-share announcements, which raises concerns about compliance with disclosure regulations [3][5]. - The goodwill value of Changsha Fadu at the time of acquisition was 433 million yuan, while New Guodu's net profit for 2024 was only 234 million yuan, suggesting that the transaction could meet mandatory disclosure thresholds [3][4]. - New Guodu has a history of high-premium acquisitions followed by significant losses, such as the sale of Gongxin Chengfeng for 10 million yuan after acquiring it for 500 million yuan, resulting in a loss of 490 million yuan [9][16]. Group 2: Financial Performance and Market Position - New Guodu's revenue for the first three quarters of 2025 was 2.343 billion yuan, a year-on-year decline of 4.15%, with a significant drop in net profit of 68.98% in 2024 [16]. - The company's core business, payment services and value-added services, saw revenue shrink from 3.059 billion yuan in 2022 to 2.113 billion yuan in 2024, a nearly 31% decrease over three years [17]. - New Guodu has been reducing its workforce significantly, with employee numbers dropping from 2,821 in 2021 to 1,571 in 2024, a reduction of 36.4% in one year [17]. Group 3: Financial Health and Investment Strategy - As of the end of Q3 2025, New Guodu had over 4.2 billion yuan in cash and financial assets, accounting for about 70% of total assets, with only 200 million yuan in interest-bearing liabilities [16][17]. - The company announced plans to use up to 3 billion yuan of idle funds for wealth management and securities investment, indicating a strong cash position [17].