320亿大动作！000612，出手

Core Viewpoint - The article discusses the acquisition of a 99.4375% stake in Sanmenxia Aluminum by Jiaozuo Wanfang for a total price of 31.949 billion yuan, marking a significant move towards restructuring and listing the company [2][4][11]. Group 1: Transaction Details - Jiaozuo Wanfang plans to acquire the stake in Sanmenxia Aluminum through a share issuance, with the transaction price set at 31.949 billion yuan [2][4]. - The transaction involves several parties, including Hangzhou Jinjiang Group, which is controlled by the actual controller of Jiaozuo Wanfang, Zhou Zhenggang [6][7]. - The number of shares to be issued for this transaction is approximately 5.928 billion, representing 83.25% of the total share capital post-transaction [8]. Group 2: Financial Metrics - As of the end of 2024, Sanmenxia Aluminum's total assets are projected to be 376.26 billion yuan, while Jiaozuo Wanfang's total assets are expected to be 80.60 billion yuan, indicating a significant disparity [12]. - The net asset of Sanmenxia Aluminum is estimated at 203.04 billion yuan, compared to Jiaozuo Wanfang's net asset of 6.235 billion yuan [12]. - The revenue of Sanmenxia Aluminum is projected to be 355.39 billion yuan, significantly higher than Jiaozuo Wanfang's expected revenue of 64.65 billion yuan [12]. Group 3: Strategic Implications - The acquisition will allow Jiaozuo Wanfang to expand its business into the upstream aluminum industry, creating a complete aluminum material industry chain from alumina to electrolytic aluminum and aluminum processing [9]. - This move is expected to enhance the company's operational synergies and position it as a leading player in the aluminum materials sector [9]. - The transaction is classified as a major asset restructuring and is expected to meet the standards for restructuring listing as per regulatory requirements [11].