Core Viewpoint - Shenzhen Agricultural Products Group Co., Ltd. is planning to issue A-shares to specific investors to raise funds for its projects, including the expansion of its agricultural product wholesale markets, while highlighting various operational risks and market competition challenges [1][2][3]. Group 1: Company Overview - The company is engaged in the development, construction, operation, and management of agricultural product wholesale markets, with a focus on market management services [18]. - As of December 31, 2024, the total share capital of the company is 1,696,964,131 shares, with a controlling shareholder, Shenzhen Agricultural and Food Investment Holding Group Co., Ltd., holding 34.00% of the shares [18][19]. Group 2: Fundraising Plan - The company plans to raise a maximum of 1,964.14 million yuan through this issuance, with the funds allocated to the Guangming Haijixing Phase II project, Changsha Haijixing Phase II project, and to supplement working capital and repay bank loans [10]. - The issuance has been approved by the company's board and requires further approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission [7][12]. Group 3: Market Competition Risks - The company faces significant competition from traditional agricultural wholesale markets and emerging business models such as fresh e-commerce, which accounted for 8.75% of the total transaction volume in 2022 [3][4]. - The increasing market concentration and competition among agricultural wholesale markets may adversely affect the company's operations if local market conditions fluctuate [2][3]. Group 4: Operational Risks - The company highlights several operational risks, including the risk of over-competition in local markets, the challenges of developing new wholesale markets, and the potential for impairment of loans made to associated companies [4][5]. - The company also faces risks related to the depreciation of fixed assets and the amortization of intangible assets, which may impact profitability if the expected returns from new projects are not realized [5][6].

Company Overview - Shenzhen Agricultural Products Group Co., Ltd. was established in 1989 and listed on the Shenzhen Stock Exchange in 1997, operating over 34 agricultural product logistics parks across more than 20 major cities in China [1] - The average annual trading volume of the company's wholesale markets exceeds 33 million tons, with an average annual transaction value exceeding 250 billion yuan, covering over 200 million people and maintaining over 10% market share in wholesale markets with transaction values exceeding 100 million yuan [1] Business Expansion - The company is expanding its business into upstream agricultural planting bases, establishing partnerships with over 400,000 acres of bases, and developing a "one base, one garden, one center" industrial model [1] - The company is also enhancing its downstream food distribution system, with significant growth in food distribution business in key cities like Shenzhen, Chengdu, and Changsha [2] Financial Performance - In the first three quarters of 2024, the company achieved operating revenue of 3.73 billion yuan, a year-on-year decrease of 7.93%, while net profit reached 453 million yuan, a year-on-year increase of 9.86% [2][3] - The increase in net profit is attributed to improved operating profits from agricultural wholesale markets and gains from the exit of related property leasing by its international food company [3] Shareholding Structure - The actual controller of the company is the Shenzhen State-owned Assets Supervision and Administration Commission, with the largest shareholder being Shenzhen Agricultural and Food Investment Holding Group Co., Ltd. holding 34% of shares, followed by Fude Life Insurance Co., Ltd. with 29.97% [3] Market Development - The development of new retail formats has not significantly impacted the company's core business, as the agricultural wholesale markets remain a primary channel for diverse agricultural product supply [4] - The company is leveraging digital tools to enhance the value of its wholesale market resources and promote a full industry chain business layout [4] Project Development - The company is actively investing in new market projects in key areas such as Chengdu and Shanghai, while steadily advancing the second phase of construction in Tianjin, Changsha, and Guangxi [5] - The Tianjin Haijixing market has successfully turned profitable in 2023 and is currently developing its second phase project [6] Stock Issuance - The company has submitted a stock issuance proposal to the Shenzhen Stock Exchange, pending approval from the China Securities Regulatory Commission [6]