上市公司控制权转让新动向:部分公司大股东锁定期延长至5年
Jing Ji Guan Cha Bao·2026-01-03 04:21

Core Viewpoint - The extended lock-up period for Tianchuang Fashion's share transfer is notable, as it exceeds the standard 18 months mandated by the China Securities Regulatory Commission, indicating the acquirer's confidence in the company's long-term prospects [2][3][10]. Group 1: Tianchuang Fashion - Tianchuang Fashion announced a control change plan on December 27, with the acquirer committing to a 5-year lock-up period for the shares acquired [2][3]. - The company's main business focuses on mid-to-high-end women's footwear, with financial data showing revenues of 1.274 billion yuan, 1.099 billion yuan, and 744 million yuan for the years 2023 to the first three quarters of 2025, respectively, alongside continuous net losses [4][5]. - The share transfer agreement involves the major shareholders, with Quanzhou Hetian and Hong Kong Gaochuang transferring a total of 459.59 million shares (10.95% of total shares) and 377.74 million shares (9.00% of total shares) for 345 million yuan and 283 million yuan, respectively, at a price of 7.50 yuan per share, reflecting a 10% discount to the pre-suspension price of 8.33 yuan [5][6]. Group 2: Shareholder Commitments - The new major shareholder, Anhui Xianrui, has committed to a 60-month lock-up and a 36-month pledge restriction on the shares acquired, while the existing shareholders have also made similar commitments regarding their remaining shares [7][10]. - The commitments from the shareholders aim to ensure stability and avoid risks associated with potential restructuring failures, as noted by investment banking professionals [10]. Group 3: Industry Context - The trend of extended lock-up periods is not unique to Tianchuang Fashion, as similar arrangements were observed in the share transfer of Aolian Electronics, where the acquirer also committed to a 5-year lock-up [8][9]. - The background of the new shareholders in both companies is linked to industries that are currently considered hot, which may influence the perceived risks and market reactions associated with these transactions [10][12].