提价9000万元！知名VC“入主”上市公司方案有调整！

Core Viewpoint - The article discusses the recent developments regarding Qiming Venture Partners' acquisition of Tianmai Technology, highlighting changes in transaction terms and regulatory implications. Group 1: Transaction Details - Tianmai Technology announced that its actual controller is set to change, with the controlling shareholder and its concerted parties signing a supplementary agreement to the share transfer agreement, resulting in a total transaction price increase of approximately 90 million yuan compared to the original agreement [2] - Due to the price increase, the originally planned 460 million yuan fundraising amount for the acquisition fund is insufficient, necessitating additional fundraising by the Suzhou Qichen Fund established by Qiming Venture Partners to cover the gap [2][5] - The buyer's transaction entity has changed from "Suzhou Qihan" to "Suzhou Qichen," triggering a re-negotiation of the transaction price under existing regulatory rules [2][4] Group 2: Regulatory Environment - The transaction's change in buyer and price necessitates a re-locking of the price, as per the guidelines for share transfer agreements, indicating that the previously adopted "locked price transaction" and "pre-investment and post-fundraising" strategy is no longer valid [5][6] - The article notes that the "Six Merger Rules" introduced in September 2024 encourage private equity funds to acquire listed companies for industrial integration, reflecting a supportive policy environment for such transactions [7][8] Group 3: Market Challenges - Despite the favorable policy environment, private equity funds face significant challenges in acquiring listed companies, particularly regarding the timing of fundraising and price locking [8][9] - The article emphasizes that the process of acquiring control over a listed company requires detailed disclosure of transaction agreements and changes in equity, which adds complexity to the acquisition process for market-oriented venture capital institutions [9]