Core Viewpoint - On November 6, Gujia Home Furnishing (603816) announced the progress of share freezing for shareholders holding more than 5% of the shares, specifically regarding Hangzhou Deyejiajun Enterprise Management Co., Ltd. [1] Group 1: Shareholder Information - Hangzhou Deyejia holds 88,471,483 shares, accounting for 10.77% of the total share capital, and has had its shares frozen due to a debt-related matter amounting to 434 million yuan [1][2] - TB Home Limited holds 41,176,766 shares, representing 5.01% of the total share capital, and its shares are also fully frozen [1][2] - Both Hangzhou Deyejia and TB Home Limited do not belong to the company's controlling shareholders or actual controllers, and this matter will not lead to a change in the company's control or affect its daily operations [2] Group 2: Company Background and Financial Performance - Gujia Home Furnishing primarily engages in the research, development, production, and sales of living room and bedroom furniture products [2] - The company underwent a change in controlling shareholder from Gujia Group to Yingfeng Ruihe Investment in November 2023, with the actual controller changing to He Jianfeng [3] - In 2024, Gujia Home Furnishing reported its first decline in both revenue and net profit since going public, with operating revenue of 18.48 billion yuan, down 3.81% year-on-year, and a net profit attributable to shareholders of 1.417 billion yuan, down 29.38% year-on-year [3] - For the first three quarters of 2025, the company achieved revenue of 15.012 billion yuan and a net profit of 1.539 billion yuan [3] - As of November 6, the closing stock price was 30.48 yuan per share, with a total market capitalization of 25.04 billion yuan [3]

Group 1 - The acquisition involves Yingfeng Group Ltd. acquiring shares in Gujia Home Furnishing Co., Ltd. through a specific stock issuance, which will increase Yingfeng's stake to over 30% of the total shares post-issuance [2][20] - Yingfeng Group has committed to not transferring the newly acquired shares for 36 months following the issuance, pending approval from the shareholders' meeting [2][20] - The acquisition aims to enhance Gujia's core competitiveness by funding projects related to smart home product production, digital transformation, and brand enhancement [10][12] Group 2 - Yingfeng Group's financial data shows total assets of approximately 86.43 billion RMB and total liabilities of about 57.23 billion RMB as of 2025, indicating a debt ratio of 66.21% [9] - The company reported a total revenue of approximately 3.33 billion RMB and a net profit of about 185.59 million RMB for the year 2023 [9] - Yingfeng Group's actual controller, He Jianfeng, holds 88.09% of the shares in Yingfeng Group, ensuring control over the acquisition process [5][13] Group 3 - The acquisition process requires approval from the shareholders' meeting and regulatory bodies, including the Shanghai Stock Exchange and the China Securities Regulatory Commission [2][12] - The stock issuance is structured to allow Yingfeng Group to acquire up to 104.28 million shares, representing 11.26% of the total shares post-issuance [13] - The acquisition will not change the control of Gujia Home Furnishing, as Yingfeng Group and its affiliates will remain the controlling shareholders [13][20]

Group 1 - The financial advisor report from GF Securities confirms the acquisition of Kuka Home by Yingfeng Group, ensuring compliance with relevant laws and regulations [1][2][8] - The acquisition aims to enhance Kuka Home's core competitiveness through funding for various projects, including smart home product development and digital transformation [8][9] - Yingfeng Group's financial health is affirmed, with total assets of approximately RMB 8.64 billion and a net profit of RMB 185.59 million for 2023 [12][23] Group 2 - The acquisition will increase the actual controller He Jianfeng's shareholding, stabilizing control over Kuka Home and signaling confidence in the company's future [9][26] - Yingfeng Group's cash subscription for the shares is set at RMB 19.15 per share, with a maximum subscription amount of RMB 1.997 billion [12][26] - The report indicates that Yingfeng Group has no legal issues or disputes regarding the source of funds for the acquisition [12][24] Group 3 - The financial advisor has conducted thorough due diligence, confirming that the acquisition does not violate any laws or regulations [2][15] - Yingfeng Group's management is experienced in operating listed companies, ensuring compliance with market regulations [14][15] - The acquisition will not change the control structure of Kuka Home, as Yingfeng Group and its affiliates will maintain a significant shareholding post-acquisition [26]