Zheng Quan Shi Bao Wang·2025-12-25 13:49Core Viewpoint - Company Baina Qiancheng (300291) plans to acquire 100% of digital marketing service provider Xiamen Zhonglian Century Co., Ltd. (referred to as "Zhonglian Century"), which is expected to constitute a major asset restructuring [4][6]. Group 1: Acquisition Details - The acquisition will be executed through a combination of issuing shares and cash payments to obtain 100% of Zhonglian Century's shares, with a share issuance price set at 4.8 yuan per share, compared to the pre-suspension price of 5.33 yuan per share [4][6]. - The funds raised from issuing shares to no more than 35 specific investors will be used for cash consideration, transaction taxes, and intermediary fees related to the acquisition [4][6]. - Zhonglian Century, established in January 2013, focuses on providing one-stop digital marketing solutions leveraging its self-developed marketing technology service system [4][6]. Group 2: Financial Performance of Zhonglian Century - Zhonglian Century's revenue for the years 2023, 2024, and the first three quarters of 2025 is approximately 736 million yuan, 1.382 billion yuan, and 1.003 billion yuan, respectively, with net profits attributable to the parent company of approximately 151 million yuan, 177 million yuan, and 177 million yuan [4][6]. Group 3: Strategic Rationale - Company Baina Qiancheng aims to enhance its risk resistance and competitive strength through external acquisitions, particularly by integrating with companies that have strong synergies in similar business areas [7][8]. - The acquisition of Zhonglian Century is expected to break the bottleneck of Baina Qiancheng's traditional business model, transitioning it from a content provider and traditional advertising operator to a comprehensive marketing solution provider driven by data and AI [8]. - This strategic move aligns with national digital economy development strategies and is anticipated to improve the stability and sustainability of Baina Qiancheng's overall performance [8].