重大资产重组！A股公司，深夜公告！

Core Viewpoint - The article discusses the active M&A market in the A-share market, highlighting the acquisition of 100% of Xiamen Zhonglian Century Co., Ltd. by Baina Qiancheng, which aims to transform its business model from traditional advertising to a comprehensive marketing solution driven by data and AI [1][9]. Group 1: Acquisition Details - Baina Qiancheng plans to acquire Zhonglian Century through a combination of share issuance and cash payments, targeting up to 35 specific investors for raising matching funds [2][4]. - The acquisition involves purchasing 64.15% of Zhonglian Century's shares from seven counterparties, along with indirect acquisitions to secure the remaining shares [4]. - The transaction is expected to constitute a major asset restructuring for Baina Qiancheng, with detailed analysis and disclosures to follow in the restructuring report [4]. Group 2: Financial Performance - Prior to the acquisition announcement, Baina Qiancheng's stock was priced at 5.33 yuan, with a total market capitalization of 5.02 billion yuan [6]. - The company reported a significant decline in performance, with a revenue of 177 million yuan for the first three quarters of 2025, down 73.43% year-on-year, and a net loss of approximately 67.54 million yuan, a 24.89% decrease [6]. Group 3: Target Company Overview - Zhonglian Century is a leading digital marketing service provider, offering comprehensive digital marketing solutions across various industries, including telecommunications and finance [8]. - The company has established stable partnerships with major players such as China Mobile, China Unicom, and several banks, showcasing its strong market position [8]. - Financially, Zhonglian Century reported revenues of 736 million yuan, 1.38 billion yuan, and 1.00 billion yuan for the years 2023, 2024, and the first three quarters of 2025, respectively, with net profits of approximately 151 million yuan for 2023 and 2024 [8]. Group 4: Strategic Implications - The acquisition is expected to enhance Baina Qiancheng's marketing capabilities by integrating Zhonglian Century's advanced technology and data resources, allowing for a shift from traditional advertising to a data-driven marketing model [9]. - This strategic move aligns with national digital economy development goals, positioning Baina Qiancheng as a comprehensive marketing solution provider [9].