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启明创投拟入主天迈科技 一级市场基金探索并购新路径

Core Viewpoint - The acquisition of Tianmai Technology by a private equity fund is expected to be the first case of a private equity fund acquiring a listed company in the A-share market, supported by regulatory authorities, and will serve as a window for observing regulatory trends in the market [1][3]. Group 1: Acquisition Details - Tianmai Technology announced on May 23, 2025, that the venture capital firm Qiming Venture Partners will acquire a total of 26.10% of its shares through its fund, Suzhou Industrial Park Qichen Hengyuan Equity Investment Partnership [2][5]. - The original controlling shareholders, Guo Jianguo and Tian Shufen, will relinquish their voting rights, making Suzhou Qichen the controlling shareholder post-transaction [2][6]. - The transaction is subject to compliance review by the Shenzhen Stock Exchange and other regulatory approvals [2][3]. Group 2: Financial Performance and Commitments - Tianmai Technology has reported continuous losses over the past five years, with net profits attributable to the parent company being -15.27 million, -49.81 million, -20.90 million, -54.87 million, and -60.83 million from 2020 to 2024 [7]. - The agreement includes performance commitments to maintain the company's listing status, requiring that revenue remains above 100 million and that net profit does not exceed -30 million in 2025, with no losses in 2026 [7]. Group 3: Fund Structure and Background - Suzhou Qichen was established on January 23, 2025, with Suzhou Qihan as the general partner responsible for daily management and decision-making [9][10]. - The largest limited partner in Suzhou Qichen is Yuanhe Dingsheng, backed by state-owned capital, indicating a blend of private and public investment in the acquisition [10][11]. - The dual general partner structure, involving both private and state-owned entities, is seen as a transparent and compliant model for the transaction [12].