Core Viewpoint - Tianyuan Pet is acquiring an 89.7145% stake in Taotong Technology for a total consideration of 687.57 million yuan, which will be paid through a combination of cash and stock issuance [1][2]. Group 1: Acquisition Details - The acquisition will be executed through the issuance of shares and cash, with the cash component amounting to 438.53 million yuan and the share issuance valued at 249.04 million yuan [1]. - The company plans to raise up to 249.04 million yuan from no more than 35 qualified investors to fund the cash portion of the acquisition [1]. - Post-transaction, Taotong Technology will become a subsidiary of Tianyuan Pet [3]. Group 2: Taotong Technology Overview - Taotong Technology is a comprehensive e-commerce service provider that collaborates with well-known global brands, offering services such as brand consulting, e-commerce operations, consumer insights, and supply chain management [5]. - The company has shown significant revenue growth, with projected revenues of 1.61 billion yuan and 2.02 billion yuan for 2023 and 2024, respectively, alongside net profits of 62.52 million yuan and 69.06 million yuan [7]. Group 3: Historical Performance - Taotong Technology's revenue and net profit have consistently increased from 2013 to 2016, with revenues growing from 52 million yuan in 2013 to 572 million yuan in 2016 [6]. - The company has made a substantial leap in performance compared to seven years ago, indicating strong growth potential [8]. Group 4: Valuation and Financial Metrics - The valuation of Taotong Technology's 100% equity is assessed at 777 million yuan, reflecting a 32.78% increase over its book value [9]. - The performance commitment includes net profit targets of no less than 70 million yuan, 75 million yuan, and 80 million yuan for the years 2025 to 2027 [9]. Group 5: Tianyuan Pet's Financial Performance - Tianyuan Pet's revenue has shown an upward trend, with figures of 1.89 billion yuan, 2.04 billion yuan, and 2.76 billion yuan projected for 2022 to 2024, although net profits have declined during the same period [20][21]. - The company reported a revenue of 569.42 million yuan in Q1 2025, marking a 13.07% year-on-year increase, while net profit grew by 18.97% [24]. Group 6: Strategic Implications - The acquisition is expected to enhance Tianyuan Pet's performance and address its declining profit margins by expanding its e-commerce capabilities [25].

Group 1 - Tianyuan Pet plans to acquire 89.71% equity of Taotong Technology for a total transaction price of 688 million yuan through a combination of issuing shares and cash payments [1][5] - The stock price of Tianyuan Pet has seen significant fluctuations, with a recent drop of 9.26% on May 28, closing at 35.16 yuan per share, despite a year-to-date increase of 56.27% [1][11] - The acquisition involves 17 counterparties, including Fosun Happy Purchase (Hainan) Technology Co., Ltd., and will result in Taotong Technology becoming a subsidiary of Tianyuan Pet [4][5] Group 2 - The company aims to raise up to 249 million yuan through the issuance of shares to no more than 35 specific investors, with a final issuance price set at 22.37 yuan per share, representing a discount of approximately 36% from the current market price [8] - Taotong Technology is a global e-commerce service provider, offering brand consulting, e-commerce operations, consumer insights, and supply chain management services, collaborating with major brands in the fast-moving consumer goods and pet food sectors [8][9] - Tianyuan Pet's financial projections indicate revenues of 2.037 billion yuan and 2.764 billion yuan for 2023 and 2024, respectively, with net profits of 76.77 million yuan and 45.96 million yuan [11]