Core Viewpoint - *ST Tianmao (000627) has announced its intention to voluntarily delist, becoming the first insurance company to initiate a voluntary delisting process in 2025, amid a critical situation where it faces mandatory delisting warnings [2][9]. Group 1: Voluntary Delisting Process - The company plans to protect the rights of its 111,900 minority shareholders by providing a cash exit option through a shareholder meeting resolution, distinguishing it from mandatory delisting which could lead to total loss for investors [2][4]. - The voluntary delisting proposal requires approval from two-thirds of the voting rights, including two-thirds from minority shareholders holding less than 5% [4][5]. - The cash exit option is set at a price of 1.60 CNY per share, representing a 10% premium over the last trading price of 1.45 CNY per share before suspension, with a total potential payout not exceeding 2.606 billion CNY for up to 1.629 billion shares [7][8]. Group 2: Shareholder Dynamics - The controlling shareholder, New Liyi Group, and the actual controller Liu Yiqian hold 3.275 billion shares, accounting for 66.78% of the total share capital, making minority shareholders crucial in the decision-making process for the delisting [5][6]. - As of July 18, 2025, the company had approximately 111,900 shareholders, with minority shareholders being pivotal in determining the outcome of the voluntary delisting proposal [5][6]. Group 3: Regulatory and Financial Context - The delisting crisis stems from the company's failure to disclose its 2024 annual report and 2025 quarterly report within the legal timeframe, leading to a risk warning and potential mandatory delisting by September 8, 2025 [10][12]. - The company has received a notice from the China Securities Regulatory Commission regarding an investigation for failing to disclose periodic reports on time, indicating that delisting does not exempt the company or its executives from regulatory accountability [12].

Core Viewpoint - *ST Tianmao plans to voluntarily withdraw its A-shares from the Shenzhen Stock Exchange due to significant uncertainties in its business structure adjustment, aiming to protect the interests of minority shareholders [3][5]. Company Overview - *ST Tianmao, originally named "Baike Pharmaceutical," was established in 1993 and is controlled by capital magnate Liu Yiqian. The company has shifted its focus from chemical and pharmaceutical businesses to insurance, primarily through its subsidiaries Guohua Life and Huarui Insurance [4]. - As of the end of Q3 2024, the shareholding structure shows New Liyi Group, Liu Yiqian, and his spouse Wang Wei holding 44.56%, 10.47%, and 11.25% of the shares, respectively, forming a concerted action group [4]. Recent Developments - On August 8, 2023, *ST Tianmao announced its decision to withdraw its A-shares from trading on the Shenzhen Stock Exchange and apply for transfer to the National Equities Exchange and Quotations (NEEQ) after delisting [5]. - The company has faced delisting risks due to failure to disclose its 2024 annual report and 2025 Q1 report within the statutory timeframe, leading to a warning from the Shenzhen Stock Exchange [6]. - Following a suspension of trading on August 7, 2023, due to significant matters being planned by the controlling shareholder, the company has not disclosed relevant financial reports as of the suspension date [6]. Shareholder Protection Mechanism - To protect investors, *ST Tianmao has set up a mechanism for dissenting shareholders and other shareholders, allowing them to exercise cash options at a price of 1.60 CNY per share, while the last closing price before suspension was 1.45 CNY per share [3][6]. - The proposed record date for the cash option is set for September 2, 2025, subject to adjustments by the company's board [3]. Regulatory Actions - The company received a notice from the China Securities Regulatory Commission (CSRC) on May 6, 2025, regarding an investigation for failing to disclose periodic reports on time, indicating that the situation will not be resolved simply by delisting [7].

Core Viewpoint - *ST Tianmao is likely planning to voluntarily delist due to ongoing financial difficulties and regulatory pressures, following a series of failures to disclose financial reports on time [1][4]. Group 1: Company Background - *ST Tianmao, originally named Baike Pharmaceutical, was established in 1993 and is controlled by Liu Yiqian through New Liyi Group [3]. - The company primarily engages in life insurance and insurance intermediary services through its subsidiaries, Guohua Life and Huarui Insurance [3]. - As of the end of Q3 2024, *ST Tianmao's total assets were approximately 285.2 billion yuan, with Liu Yiqian and his spouse holding a combined 66.28% of the shares [3]. Group 2: Financial Performance - The company projected a revenue of 40 billion to 43 billion yuan for 2024, with expected losses ranging from 500 million to 750 million yuan [3]. - The losses are attributed to a declining interest rate environment, which has led to increased reserve provisions for Guohua Life, resulting in consecutive years of losses [3]. Group 3: Regulatory Issues - The company has faced regulatory scrutiny, including an investigation by the China Securities Regulatory Commission for failing to disclose financial reports on time [2][4]. - Following the failure to disclose the 2024 annual report and the 2025 Q1 report, *ST Tianmao's stock was subject to a delisting risk warning [2][4]. Group 4: Market Reaction and Strategic Considerations - Since the implementation of the delisting risk warning, *ST Tianmao's stock price has dropped over 47%, closing at 1.45 yuan per share, with a total market capitalization of 7.111 billion yuan as of August 6 [4]. - The potential voluntary delisting may be a strategic move to mitigate further losses and legal liabilities, as the company faces increasing operational challenges and regulatory pressures [4].