长安汽车升格为"一级央企"之后，东风集团在资本运作、内部整合方面，也迈出了实质性步伐——东风 集团股份"轻装"离场，岚图汽车港股接棒。 日前，停牌多日的东风集团股份公告重大资本运作计划，方案包括两大环节：东风集团股份将旗下新能 源汽车子公司岚图汽车分拆，并通过实物分派的方式让现有股东成为岚图汽车的直接股东，之后岚图汽 车将以介绍方式在联交所独立上市。与此同时，东风汽车集团旗下全资子公司东风汽车投资以吸收合并 方式，对东风集团股份进行私有化，并从香港联交所退市。 如果岚图汽车港股成功上市，将继蔚来、小鹏汽车、理想汽车、零跑汽车、小米集团等之后，成为又一 家登陆港股的新能源汽车企业。岚图汽车独立进入港股市场，意味着其将脱离母公司的庇护，直接接受 国际资本市场的检验。 新价值锚点 根据公告，东风集团股份的H股股东每股将获得0.3552608股岚图汽车H股，以及6.68港元现金（东风公 司直接持有的股份除外）。初步估算，东风集团股份每股理论价值较其停牌前价格溢价不小。 东风集团股份在资本市场上"腾笼换鸟"的运作，背后有何深意？ 前述投行人士分析，东风集团股份此次资本运作的本质，是用高潜力的优质新能源资产，替换增长动能 ...

撰文 / 魏 微 编辑 / 张 南 设计 / 张 萌 没有想到，岚图汽车将以这样一种方式上市。 2025年8月22日晚间，东风汽车集团股份有限公司（简称"东风集团股份"，股票代码：00489.HK）与要约人东风汽车集团（武汉）投资有限公司联合 发布公告，披露旗下高端新能源品牌岚图汽车将以介绍上市方式登陆香港联合交易所，公司同时启动私有化退市程序。 本次交易采用"股权分派+吸收合并"的组合模式，两大环节互为前提、同步推进。 在股权分派环节，东风集团股份将其持有的岚图汽车79.67%股权，按股东持股比例及股份类别向全体股东进行分派。分派完成后，岚图汽车将以介绍 上市方式在香港联交所挂牌。 所谓介绍上市，即公司不发行新股、不涉及融资，仅将已发行股份在交易所挂牌交易的上市方式。一般适用于申请上市的证券有相当数量已为广泛的 公众人士所持有，被认定上市后就会有足够流通量的情况。 吸收合并环节由东风汽车境内全资子公司东风汽车集团（武汉）投资有限公司作为吸并主体，向东风集团股份控股股东东风汽车集团有限公司支付股 权对价，向其他股东支付现金对价，最终实现对东风集团股份的100%控股，完成私有化。 据了解，本次交易采用岚图汽车股 ...

【#东风集团股份拟私有化退市#，子公司岚图汽车将以介绍上市方式登陆港股】 据第一财经报道，8月22日深夜，东风集团股份（0489.HK）发布公告称，子公司岚图汽车将以介绍上 市方式登陆港股，东风集团股份将同步完成私有化退市。本次交易采用岚图汽车股权+现金对价支付， 总体收购价格为10.85港元/股，其中现金对价6.68港元/股，岚图股权对价4.17港元/股。 受此消息影响，截至8月23日零点，东风集团股份ADR报价62.22美元，暴涨91.45%。 接近东风集团的人士告诉记者，此次东风集团股份拟私有化退市的原因有两个：第一，东风集团股份这 只股票的估值较低，基本已经失去融资能力。第二，东风集团正努力朝新能源方向转型，此前也已经启 动了内部改革，但是受制于上市公司的相关规定，很多板块的融合和内部重组存在限制。因此，东风此 次动作目的有二，一是把岚图推向资本市场，二是方便后续内部进一步整合。 根据东风集团股份公告，集团上半年销售汽车约82.39万辆，同比下降14.7%，实现销售收入545.33亿 元，同比增长6.6%；毛利润75.99亿元，同比增长28.0%；毛利率达13.9%，同比提升2.3个百分点；归属 于上 ...

东风集团股份(00489)及要约人东风汽车集团(武汉)投资有限公司联合公布，于2025年8月22日，要约人 与公司订立建议交易： (1)分派及介绍上市：公司已决议将其将持有的岚图股份分派予现有股东，且岚图将在满足分派条件的 前提下申请岚图H股介绍上市;及 (2)合并：同时，要约人与该公司订立合并协议，据其规定并根据及受限于合并协议的条件及条款(包括 合并先决条件及合并条件)，要约人与该公司同意以现金对价的方式向所有H股股东(东风公司直接持有 的H股除外)实施合并。待合并先决条件及所有合并生效条件获达成后，该公司将向联交所申请自愿撤 销H股于联交所的上市地位。 分派、介绍上市及合并的完成互为先决条件，且分派、介绍上市及合并将在同一天或前后发生。 根据建议交易，H股股东将通过分派及介绍上市，就于分派记录日期持有的每股H股获发0.3552608股岚 图H股。此外，H股股东(东风公司直接持有的H股除外)每股H股将以现金方式收取港币6.68元的注销 价。根据估值顾问按估值参考汇率估算2025年7月31日岚图H股估值范围中位数每股港币11.735元计算， 建议交易中每股H股分派及介绍上市所获0.3552608股岚图H股的 ...

Core Viewpoint - Dongfeng Group's subsidiary, Lantu Automotive, will go public in Hong Kong through an introduction listing, while Dongfeng Group will simultaneously complete its privatization and delisting [1][3] Group 1: Transaction Details - The overall acquisition price for Lantu Automotive is set at HKD 10.85 per share, comprising HKD 6.68 in cash and HKD 4.17 in equity [1] - Dongfeng Group will distribute 79.67% of its shares in Lantu Automotive to all shareholders before Lantu's introduction listing on the Hong Kong Stock Exchange [4] - The transaction involves a combination of "equity distribution + absorption merger," which is a unique approach compared to previous privatizations of state-owned enterprises [3][4] Group 2: Reasons for Privatization - The stock of Dongfeng Group is undervalued, leading to a loss of financing capability [3] - The company aims to facilitate internal restructuring and integration, which is hindered by regulations governing listed companies [3][4] Group 3: Financial Performance - In the first half of the year, Dongfeng Group sold approximately 823,900 vehicles, a year-on-year decrease of 14.7%, with a revenue of CNY 54.533 billion, up 6.6% [4] - Gross profit reached CNY 7.599 billion, reflecting a 28.0% increase, with a gross margin of 13.9%, up 2.3 percentage points year-on-year [4] - The net profit attributable to shareholders was CNY 55 million [4] Group 4: Lantu Automotive's Outlook - Lantu Automotive is expected to deliver over 80,000 vehicles in 2024, representing a year-on-year growth of approximately 70% [5] - Since 2025, Lantu has achieved monthly sales exceeding 10,000 units for five consecutive months [5] - The upcoming listing in Hong Kong will enhance Lantu's financing channels and expand its international business [5]

Core Viewpoint - Dongfeng Motor Group is selling a 50% stake in Dongfeng Honda Engine Co., Ltd. to optimize its fuel vehicle asset structure and accelerate its transition to new energy vehicles (NEVs) amid increasing market challenges in China's NEV sector [1][2] Group 1: Company Actions - The stake sale is currently in the pre-listing phase, with a deadline for bids set for September 12 [1] - Dongfeng Group aims to support Honda's automotive strategy in China through this divestment, which will not affect the operations of Dongfeng Honda [1][2] - Dongfeng Honda Engine Co. was established in 1998 as a joint venture between Dongfeng Motor and Honda Motor Co., focusing on developing and producing engines for vehicles [2] Group 2: Market Context - The market share of joint venture brands, including GAC Honda, has been declining due to the rise of domestic brands, with GAC Honda's sales dropping by 25.63% year-on-year in the first half of the year [2] - GAC Honda's sales fell from a peak of 780,000 units in 2021 to 470,000 units in 2024, with net profit decreasing from 12.4 billion yuan in 2020 to 1.8 billion yuan in 2024 [2] Group 3: Industry Trends - The traditional fuel vehicle market is shrinking, while the NEV market is expected to grow significantly, with a forecasted increase of nearly 30% in wholesale sales to 15.48 million units by 2025 [3] - Major automakers, including Dongfeng Group, are adjusting their production capacities in response to the changing market dynamics, with Honda China planning to close two production lines to accelerate electrification [3] Group 4: Financial Performance - Dongfeng Group's total vehicle sales in the first half of the year were 823,900 units, a year-on-year decline of approximately 14.7%, while NEV sales increased by about 33% to 204,400 units [4] - The company anticipates a significant drop in net profit for the first half of 2025, projecting a range of 30 million to 70 million yuan, a decrease of approximately 90% to 95% compared to the same period in 2024 [5]

Core Viewpoint - The article discusses the strategic asset sales by Dongfeng Motor Group, particularly the sale of a 50% stake in Dongfeng Honda Engine Company, as part of its transition towards electric vehicles amidst declining performance in traditional automotive sales [2][4]. Group 1: Asset Sale Details - Dongfeng Motor Group is selling a 50% stake in Dongfeng Honda Engine Company, with the project currently in the pre-listing phase and a deadline for bids set for September 12 [2]. - Dongfeng Honda Engine Company was established in May 1998, has a registered capital of approximately $122 million (about 873 million RMB), and employs 827 people [2]. - The company's financials show a projected revenue of 9.566 billion RMB for 2024, with a net loss of 228 million RMB, while the first half of 2025 reported a revenue of 3.807 billion RMB and a net profit of 371 million RMB [2]. Group 2: Strategic Shift and Performance - Dongfeng Motor's decision to sell assets is linked to its market performance, with a reported 8.9% decline in vehicle sales from January to July, totaling 978,500 units [4]. - The company’s net profit for the first half of the year is projected to be between 30 million and 70 million RMB, representing a decline of 90% to 95% compared to the same period in 2024 [4]. - Dongfeng is focusing on reducing and selling off joint venture assets while expanding its presence in the electric vehicle sector, indicating a strategic shift towards self-owned brands [4][5]. Group 3: Production Capacity and Market Context - Dongfeng Honda has a design capacity of 768,000 vehicles per year, with a production of 425,900 vehicles in 2024, resulting in a capacity utilization rate of 55.46%, which is better than Dongfeng Nissan's 43% [6]. - The article highlights that, despite the high penetration rate of electric vehicles in China at 45%, the Dongfeng Honda Engine Company, with a capacity to produce 480,000 engine assemblies annually, has become a burden for Dongfeng [6]. - The ongoing transition to electric vehicles raises questions about the future demand for traditional engine manufacturing capabilities, as the industry shifts focus [6].

Core Viewpoint - Dongfeng Motor Group Co., Ltd. plans to transfer its entire 50% stake in Dongfeng Honda Engine Co., Ltd. amid the rapid growth of the electric vehicle market in China, which is approaching a 50% penetration rate for new energy vehicles [1] Group 1: Company Actions - Dongfeng Group intends to optimize and adjust its fuel vehicle asset structure to better support Honda's automotive strategy in China and accelerate its own transition to new energy [1] - The project for the stake transfer has been pre-listed at the Guangdong United Property Rights Exchange [1] Group 2: Financial Performance - In the first half of this year, Dongfeng Honda Engine reported revenue of approximately 3.8 billion yuan, a year-on-year decrease of 60%, but managed to turn a profit with a net income of about 371 million yuan [1] - The company has a workforce of 827 employees [1] Group 3: Market Context - The Japanese automotive industry, particularly fuel vehicles, is facing significant challenges in the Chinese market due to the increasing dominance of new energy vehicles [1] - Dongfeng Group's decision reflects a broader industry trend where both domestic and joint venture companies are adapting to the evolving automotive landscape [1]

Core Viewpoint - The article discusses the recent reforms and integration efforts among China's state-owned automotive enterprises, particularly in response to the rapid growth of the new energy vehicle (NEV) market, highlighting the need for efficiency and collaboration with technology companies like Huawei [3][4][6]. Group 1: Industry Trends - The penetration rate of new energy vehicles in the market increased to 45% from January to July 2025, indicating a significant shift in consumer preferences towards NEVs [3]. - The automotive industry is undergoing a transformation where traditional competition dynamics are shifting from "big fish eating small fish" to "fast fish eating slow fish," necessitating quicker adaptation by enterprises [4]. Group 2: Reform Initiatives - Major state-owned automotive companies are focusing on three key reform characteristics: enhancing efficiency by integrating R&D, product, and marketing; increasing collaboration with ICT companies; and maintaining a dual approach of independent R&D and joint ventures [3][4][6]. - The State-owned Assets Supervision and Administration Commission (SASAC) plans to implement separate assessments for NEV businesses of major state-owned automotive companies, emphasizing technology, market share, and future development [6]. Group 3: Company-Specific Developments - Dongfeng Motor Group has integrated its brands into Dongfeng Yipai Technology, aiming to streamline operations and improve decision-making efficiency [7]. - GAC Group is restructuring its marketing and R&D processes to enhance product development and align with user demands, while also focusing on reducing operational costs [8]. - Changan Automobile is pursuing a dual strategy of independent innovation and collaboration with global automotive firms, while also investing in smart technology solutions [9]. Group 4: Collaboration with Technology Firms - State-owned automotive companies are increasingly collaborating with Huawei and other ICT firms to enhance their technological capabilities, with projects focusing on joint development and marketing strategies [10][11]. - GAC Group has established a new company, Huawang Automotive, in partnership with Huawei, aiming to create high-end smart NEVs, with the first model expected to launch in 2026 [10][11]. Group 5: Future Outlook - The ongoing reforms and collaborations are expected to enhance the competitiveness and profitability of state-owned automotive enterprises, leading to improved operational efficiency and market positioning [13].

Core Viewpoint - The establishment of Yipai Technology marks a significant shift in Dongfeng's strategy, focusing on resource integration and collaboration with Huawei to enhance its position in the competitive electric vehicle market [5][10][35]. Group 1: Company Overview and Market Position - Yipai Technology has quickly gained traction, achieving monthly sales exceeding 20,000 units, surpassing competitors like Aion and Extreme Fox [1][2]. - The merger of Yipai, Fengshen, and Nami brands aims to streamline operations and leverage synergies, reflecting a broader trend of consolidation in the automotive industry [6][12]. Group 2: Strategic Initiatives and Collaborations - Yipai Technology's product lineup will feature advanced technologies, including Huawei's ADS 4 and HarmonyOS 5, with the first high-end SUV expected to launch in 2026 [10][45]. - The collaboration with Huawei is comprehensive, integrating their marketing and product development systems to enhance Yipai's market presence and product appeal [49][54]. Group 3: Industry Trends and Challenges - The automotive industry is witnessing a shift towards consolidation and focus, as companies like Dongfeng recognize the inefficiencies of maintaining multiple overlapping brands [13][15]. - Dongfeng's ambitious goals include achieving 100% electrification of its main passenger vehicle brands by 2024 and balancing sales between its own and joint venture brands by 2025 [42][62]. Group 4: Future Outlook - Yipai Technology is positioned as a key player in Dongfeng's strategy to capture the growing electric vehicle market, with plans to introduce ten new models by 2028 [57][64]. - The success of Yipai will depend on its ability to quickly establish a competitive edge and respond to consumer needs effectively [59][65].