| 亚振家居股份有限公司2025 | | 年半年度报告摘要 | | | --- | --- | --- | --- | | 公司代码：603389 | | 公司简称：*ST 亚 | | | 振 | | | | | 亚振家居股份有限公司 | | | | | 亚振家居股份有限公司2025 | | 年半年度报告摘要 | | | 第一节 | 重要提示 | | | | 展规划，投资者应当到 www.sse.com.cn | | 网站仔细阅读半年度报告全文。 | | | 完整性，不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 | | | | | 不适用 | | | | | 第二节 | 公司基本情况 | | | | | 公司股票简况 | | | | 股票种类 股票上市交易所 | | 股票简称 股票代码 | 变更前股票简 | | 称 | | | | | A股 上海证券交易所 | | 603389 *ST亚振 亚振家居 | | | 联系人和联系方式 | 董事会秘书 | 证券事务代表 | | | 姓名 杨林 | | 田伟豪 | | | 电话 0513-84296002 | | 0513-84296002 | ...

Group 1 - The company *ST亚振 plans to acquire a 51% stake in Guangxi Zirconium Industry Co., Ltd. from Hainan Zirconium Titanium Resources Holding Group for a transaction price of 55.449 million yuan [2] - The company primarily operates in the mid-to-high-end furniture sector, which has faced growth challenges due to multiple factors including real estate market adjustments and raw material price fluctuations [2] - The actual controller of *ST亚振 has changed to Wu Tao, who is the legal representative and chairman of Yuxiao Group, an international enterprise engaged in the mining and utilization of zirconium, titanium, rare earths, and graphite [2] Group 2 - Guangxi Zirconium Industry focuses on zirconium and titanium ore selection with a planned production capacity of 600,000 tons per year, and it imports raw materials for processing and sales [3] - The company is currently in the construction phase and has not generated revenue yet; it is expected to achieve a revenue of 127 million yuan from its main business in the first five months of 2025 [3] - The performance commitment period for the acquisition is set for 2025 to 2027, with a cumulative net profit target of no less than 65 million yuan during this period [3]

本报记者 曹卫新 易主两个多月后，亚振家居股份有限公司（以下简称"*ST亚振"）迎来首笔资产收购。 8月2日，*ST亚振发布公告称，公司拟向海南锆钛资源控股集团有限公司（以下简称"海南锆钛"）购买 其持有的广西锆业科技有限公司（以下简称"广西锆业"）51%股权。本次收购交易价格以评估基准日 2025年5月31日广西锆业全部权益价值的评估值1.09亿元为基础，经交易各方友好协商，广西锆业51% 股权交易价格为5544.90万元，相比标的资产账面价值的增值率为3.44%。 8月4日，公司拟现金收购广西锆业51%股权一事公布后首个交易日，公司股票一字涨停，报收于24.86 元/股。 *ST亚振主要从事中高端家具业务。近年来，国内家具行业受房地产市场深度调整、原材料价格波动、 宏观经济变化等多重因素影响，整体面临增长瓶颈。今年5月份，公司控制权发生变更，控股股东由上 海亚振投资有限公司（以下简称"亚振投资"）变更为吴涛，实际控制人由高伟、户美云、高银楠变更为 吴涛。 数据显示，近年来，公司业绩承压。2024年公司实现营业收入2.02亿元，归属于上市公司股东的净利润 为-1.17亿元。今年一季度，公司实现营业收入406 ...

Group 1 - The company plans to acquire 51% equity of Guangxi Zirconium Industry Technology Co., Ltd. for a transaction price of 55.448985 million yuan, which represents a 3.44% premium over the asset's book value [1][2][12] - The acquisition is part of the company's strategy to diversify its business into the zirconium and titanium ore mining sector, which is expected to improve operational performance and profitability [3][24] - The transaction requires approval from the shareholders' meeting and is not classified as a major asset restructuring under relevant regulations [1][4] Group 2 - Guangxi Zirconium Industry primarily engages in zirconium and titanium ore mining, with an annual production capacity of 600,000 tons [8][9] - The company reported a total revenue of 127.315 million yuan for the first five months of 2025, with significant contributions from titanium concentrate and zircon sand [9][10] - The industry is characterized by a reliance on imports for high-grade titanium ore, with China importing 504.90 million tons of titanium ore in 2024, reflecting an 18.75% year-on-year increase [9][10] Group 3 - The transaction includes performance guarantees, with the seller committing to a cumulative net profit of no less than 65 million yuan for the years 2025 to 2027 [2][21] - The company will face challenges in integrating the operations and management of the acquired business due to differences in business types and corporate culture [2][24] - The acquisition is expected to mitigate risks associated with the company's core furniture business, which is currently under pressure from market conditions [3][24]

Group 1 - The company *ST Yazhen (603389.SH) announced the acquisition of 51% equity in Guangxi Zirconium Industry Technology Co., Ltd. for a cash price of RMB 55.448985 million, which represents a 3.44% appreciation over the book value of the asset [1][2] - The company primarily engages in the mid-to-high-end furniture business, which has faced growth challenges due to the deep adjustment in the real estate market, fluctuations in raw material prices, and macroeconomic changes [1] - The company is actively seeking new development opportunities to create profit growth points amid significant business growth pressure and industry bottlenecks [1] Group 2 - This acquisition aligns with national strategic industrial development trends and aims to protect shareholder interests while enhancing the company's operational capabilities and quality [2] - Following the completion of this transaction, the company's business will expand into the zircon-titanium mining sector, which is expected to improve operational conditions and profitability, thereby diversifying business risks and achieving a moderate diversification strategy [2]

Group 1 - The company *ST Yazhen (603389.SH) has approved a cash acquisition of 51% equity in Guangxi Zirconium Industry Technology Co., Ltd. for RMB 55.448985 million, based on an assessed total equity value of RMB 108.7235 million as of May 31, 2025, reflecting a 3.44% appreciation over the book value of the asset [1] - The company primarily operates in the mid-to-high-end furniture sector, which has faced growth challenges due to multiple factors including a deep adjustment in the real estate market, fluctuations in raw material prices, and macroeconomic changes [1] - The company is actively seeking new development opportunities to create profit growth points amid significant business growth pressure and industry bottlenecks [1] Group 2 - This transaction aligns with national strategic industrial development trends, aims to protect shareholder interests, and enhances the company's sustainable operational capacity and quality [2] - Following the completion of this transaction, the company's business will expand into the zirconium-titanium mining sector, which is expected to improve operational conditions and profitability, while diversifying operational risks and achieving a moderate diversification strategy [2]

Group 1 - *ST Yazhen's stock price has experienced significant volatility, with a cumulative increase of 29.43% from June 17 to June 26, 2025, leading to a trading suspension for verification [2][4] - This is the second trading suspension in June 2025 due to stock price fluctuations, with a previous cumulative increase of 107.83% from May 6 to June 11, 2025 [4] - The company's stock price has significantly diverged from its fundamentals, as it reported a total revenue of 202 million yuan and a net profit loss of 116 million yuan in 2024, continuing a three-year loss trend [5][8] Group 2 - The recent stock price surge is closely related to a change in control, with the controlling shareholder, Shanghai Yazhen Investment Co., Ltd., transferring 29.99996% of shares to Wu Tao for 448 million yuan [8] - Since the announcement of the share transfer on April 24, 2025, *ST Yazhen's stock price has increased by 144.81% [8] - Wu Tao, the new controlling shareholder, is known as a "Shandong mining tycoon" and is the executive director of Jinan Yuxiao Group, the largest zircon-titanium mining company globally [8][9]