东风集团，深夜重要公告

Core Viewpoint - Dongfeng Group plans to privatize and delist, with a significant increase in stock price prior to suspension, while Lantu Motors aims for H-share listing [2][11] Group 1: Major Capital Operation Plan - Dongfeng Group will spin off its electric vehicle subsidiary, Lantu Motors, and distribute shares to existing shareholders, allowing them to become direct shareholders of Lantu [2][5] - Lantu Motors will apply for a listing on the Hong Kong Stock Exchange through an introduction method, which does not involve issuing new shares or raising funds [6] - Dongfeng's wholly-owned subsidiary will absorb and privatize Dongfeng Group, leading to its delisting from the Hong Kong Stock Exchange [6][12] Group 2: Financial Details - Each H-share of Dongfeng Group will entitle shareholders to receive 0.3552608 shares of Lantu Motors and 6.68 HKD in cash, resulting in a theoretical value of 10.85 HKD per share, representing an 81.74% premium over the last trading price [2][9] - The estimated median value of Lantu H-shares by July 31, 2025, is projected to be 11.735 HKD, making the value of 0.3552608 shares approximately 4.17 HKD, plus the cash portion [9] Group 3: Strategic Rationale - The restructuring is driven by underperformance in Dongfeng Group's overall business due to intensified competition and market changes in the automotive industry [11] - The company aims to consolidate quality resources towards the emerging electric vehicle sector, enhancing Lantu's visibility and growth potential, which has been obscured within the larger group [11][12] Group 4: Future Considerations - The completion of the merger and privatization is subject to several preconditions and strict limitations, with a timeline extending potentially over a year [12] - Dongfeng Group is also pursuing an A-share listing plan, which may be impacted by the current privatization and restructuring efforts [15][17]