Core Viewpoint - Shanghai Stock Exchange has issued an inquiry letter to Tianjin Jintou Urban Development Co., Ltd. regarding its major asset sale and related party transactions, focusing on the company's ongoing operational capability, asset impairment evaluation, and handling of guarantees and debts [1][2]. Group 1: Ongoing Operational Capability - The company plans to sell its real estate development-related assets and liabilities, shifting its focus to property management, asset management, and operational services. Post-transaction, both asset and revenue scales are expected to decline significantly, although net assets will turn positive [2]. - The projected financials indicate a revenue of 70.93 million yuan and a net profit of -7.07 million yuan for 2024, with net assets of 95.80 million yuan. For the first half of 2025, revenue is expected to be 38.15 million yuan, with a net profit of 1.58 million yuan and net assets of 98.33 million yuan [2]. Group 2: Asset Impairment Evaluation - The asset evaluation for the disposed assets shows a valuation of -239 million yuan, with an impairment rate of 106.99%. The significant impairment is primarily due to long-term equity investments, which have a book value of 7.475 billion yuan and an assessed value of 3.579 billion yuan, resulting in a 52.12% impairment rate [3]. - Notable impairments include Tianfang (Suzhou) Real Estate Co., Ltd. with a book value of 40 million yuan and an assessed value of -3.698 billion yuan, and Tianjin Huabo Real Estate Development Co., Ltd. with a book value of 1.05 billion yuan and an assessed value of -477 million yuan [3]. Group 3: Guarantees and Debt Handling - As of June 30, 2025, the company has provided external guarantees amounting to 6.613 billion yuan, primarily for its controlling shareholder and subsidiaries. The exchange has requested detailed disclosures regarding guarantees related to the disposed assets [4]. - The company's receivables include 7.287 billion yuan in other receivables and 1.071 billion yuan in accounts receivable. The transfer of liabilities requires creditor consent, and the company must outline the progress of debt transfers and measures for receivable recovery [4].

Core Viewpoint - The company *ST Zhongdi has experienced significant stock price fluctuations and has recently reported a turnaround in financial performance, shifting its focus from real estate development to lighter asset management services [4][5]. Financial Performance - For the first three quarters of 2025, the company achieved a revenue of 14.293 billion yuan, representing a year-on-year growth of 16.48% [4]. - The net profit attributable to shareholders was 4.827 billion yuan, marking a return to profitability compared to the previous year [4]. Asset Transition - In June 2025, the company announced a major asset sale, transferring its real estate development assets and liabilities to its controlling shareholder, China Communications Real Estate Group Co., Ltd. [4]. - Following the completion of this transaction, the company will no longer engage in real estate development, focusing instead on property services, asset management, and commercial operations [4]. Financial Position - As of September 30, 2025, the company reported total assets of 2.258 billion yuan and net assets attributable to shareholders of 1.248 billion yuan, indicating a turnaround from negative to positive net assets compared to the end of the previous year [5].

Core Viewpoint - The company, Jintou Chengkai (600322.SH), plans to transfer its real estate development-related assets and liabilities to Chengyun Development, with a significant adjustment to its restructuring plan [1] Group 1: Asset Transfer Details - The assessed value of the target assets as of the evaluation benchmark date, December 31, 2024, is -238.96 million [1] - The agreed transfer price for the target assets is set at 1 yuan [1] Group 2: Strategic Focus - Through this restructuring, the company aims to divest from real estate development assets and liabilities, focusing instead on lighter asset operations, stable business management, and consistent income and cash flow from property management [1]

Core Viewpoint - *ST Nanzhi has experienced significant stock price fluctuations, with a cumulative increase of over 12% in closing prices over three consecutive trading days, indicating abnormal trading activity [1] Group 1: Stock Performance - The company's stock has shown a cumulative price deviation of over 12% across three trading days, which is classified as abnormal trading behavior [1] Group 2: Major Asset Sale and Related Transactions - The company is in the process of advancing a major asset sale and related party transactions, which require approval from the shareholders' meeting and compliance with relevant laws and regulations [1] - There is uncertainty regarding whether the necessary approvals will be obtained and the timeline for such approvals [1] Group 3: Regulatory Risks - According to the Shenzhen Stock Exchange's self-regulatory guidelines, if the transaction is suspected of insider trading and is investigated by the China Securities Regulatory Commission or judicial authorities, there is a risk that the transaction may be suspended or terminated [1] - The transaction carries significant uncertainties that could impact its completion [1]

Core Viewpoint - The company has decided to terminate the planned major asset sale and debt restructuring due to the inability to reach consensus on key terms with involved parties after extensive discussions and negotiations [1] Group 1 - In November 2022, the company signed a cooperation framework agreement with Lianyungang Fenghanyigang Property Management Co., Ltd. [1] - In April 2023, the company entered into a share transfer framework agreement with Fenghanyigang, aiming to collaborate on asset and debt restructuring [1] - The company actively organized efforts to advance the major asset sale and debt restructuring but faced challenges in reaching agreement on core terms [1] Group 2 - The company's Chongqing Huangting Plaza and Jingguo National Business Shopping Center (Shenzhen Huangting Plaza) were judicially ruled to be used for debt repayment [1] - After careful consideration and friendly negotiations with all parties, a mutual agreement was reached to terminate the planned major asset sale and debt restructuring [1]

Core Viewpoint - The company announced the termination of major asset sale and debt restructuring plans due to failure to reach consensus on key terms, which will significantly impact its operations and financial status [1] Group 1: Asset Sale and Debt Restructuring - The company and involved parties could not agree on the core terms of the major asset sale and debt restructuring [1] - The termination of these plans will not affect the company's financial status for the current year [1] - The company has committed to not planning any major asset restructuring within one month from the announcement date [1] Group 2: Impact on Assets and Operations - The judicial ruling for Chongqing Royal Plaza and Shenzhen Royal Plaza to be used for debt repayment means the company will lose ownership of major assets [1] - The loss of these assets will have a significant impact on the company's assets, liabilities, and daily operations [1] - There is a potential risk of triggering financial delisting warnings in the future due to these developments [1]

Group 1 - The company, Jintou Chengkai (600322), announced on September 19 that it will adjust its major asset restructuring plan due to significant changes in the internal and external environment [1] - The original plan of "major asset replacement, issuing shares and cash payment for asset acquisition, and raising supporting funds" has been changed to a "major asset disposal plan" [1] - The new plan involves divesting the real estate business and related assets and liabilities while retaining property management and leasing operations [1]

Report Overview - **Report Date**: September 4, 2025 [1] - **Industry**: Real Estate Development [2] - **Company**: Nanguo Real Estate Co., Ltd. [16] Core Views - The company and relevant institutions are actively promoting the work related to the major asset sale. The company plans to transfer its real - estate development business and related assets and liabilities to its controlling shareholder, Power Construction Real Estate. This transaction is expected to improve the company's asset quality, optimize its asset structure, reduce its debt repayment pressure, and enhance its sustainable operation and profitability [25][38]. - After the asset sale, the company will be positioned as a listed platform for urban comprehensive operation business within the Power Construction Group, with main businesses including commercial, office, long - term rental apartment urban comprehensive operation business and related supporting consulting services [42]. Summary by Directory 01. Research Basic Situation - **Research Object**: Nanguo Real Estate Co., Ltd. - **Industry**: Real Estate Development - **Reception Time**: 2025 - 09 - 04 - **Reception Personnel**: Chairman, Independent Director, General Manager, Board Secretary, and Chief Financial Officer [16] 02. Detailed Research Institutions - **Reception Object Type**: Other - **Institutional Related Personnel**: Investors who participated in Nanguo Real Estate's 2025 semi - annual performance briefing online [19] 03. Research Institution Proportion - No specific content provided. 04. Main Content Data - **Asset Sale Progress**: The company and relevant institutions are actively promoting the major asset sale. Progress announcements were disclosed on May 24, June 25, July 25, and August 23, 2025. Future information will be disclosed in stages according to the transaction progress [23][25]. - **Net Asset and Shareholder Number**: As of June 30, 2025, the number of shareholders was 41,731, and the net assets attributable to shareholders of the listed company were - 2,650,973,795.34 yuan [26]. - **Future Business Plan**: After the asset sale, the company will focus on urban comprehensive operation business and related consulting services [42].

Core Viewpoint - The company is currently planning a debt restructuring and significant asset sale, with no agreements signed yet, leading to uncertainty regarding the implementation and progress of these plans [1] Group 1: Debt Restructuring and Asset Sale - The company is in discussions with partners and bank creditors regarding debt restructuring and asset sale [1] - Specific details and terms of the cooperation are still under negotiation and require further validation [1] - The success and timeline of the implementation remain uncertain, necessitating caution for investors [1] Group 2: Judicial Auction - The judicial auction of the company's shopping center, Shenzhen Huangting Plaza, is currently in the public announcement phase [1] - There is uncertainty regarding whether the auction will be successful and what the final sale price will be [1] - The company will fulfill its information disclosure obligations based on the developments of this matter [1]

Core Viewpoint - The company reported a significant decline in both revenue and net profit for the first half of 2025 compared to the same period in the previous year, indicating potential challenges in its operational performance [1]. Financial Performance - The company's operating revenue for the reporting period was approximately 12.33 billion yuan, a decrease of 3.65% from 12.79 billion yuan in the same period last year [1]. - The net profit attributable to shareholders was a loss of approximately 311.77 million yuan, representing a decline of 132.02% compared to a profit of 973.64 million yuan in the previous year [1]. - The net profit after deducting non-recurring gains and losses was a loss of approximately 165.32 million yuan, down 126.51% from a profit of 623.52 million yuan [1]. - The net cash flow from operating activities was approximately 562.15 million yuan, an increase of 14.45% from 491.16 million yuan [1]. - Basic and diluted earnings per share were both -0.2193 yuan, a decrease of 131.82% from 0.6891 yuan [1]. - The weighted average return on equity was -3.12%, down from 9.89%, a decline of 13.01% [1]. Asset and Equity Position - Total assets at the end of the reporting period were approximately 35.57 billion yuan, a decrease of 4.76% from 37.35 billion yuan at the end of the previous year [3]. - The net assets attributable to shareholders were approximately 9.69 billion yuan, down 3.45% from 10.03 billion yuan [3]. Shareholder Information - The largest shareholder, Zhuhai Saina Technology Co., Ltd., held 410,093,916 shares, accounting for 28.82% of the total shares, with 15,956,923 shares pledged [7]. - The company had a total of 60,663 common shareholders at the end of the reporting period [3]. Important Events - The company approved a significant asset sale agreement, where its subsidiary Ninestar Group Company Limited will sell 100% of its equity in Lexmark International II, LLC to Xerox Corporation [5].