Core Viewpoint - The company, Jiaoyun Co., Ltd. (交运股份), plans to conduct an asset swap with its controlling shareholder, Jiushi Group, and its affiliates, involving the exchange of assets related to the sports, entertainment, and tourism sectors for its automotive-related assets [1][2] Group 1: Asset Swap Details - The assets to be acquired include 100% equity of Shanghai Jiushi Sports Event Management Co., Ltd., 100% equity of a newly established venue operation company, at least 62.40% equity of Shanghai Jiushi Smart Sports Co., Ltd., 100% equity of Shanghai Pujiang Tourism Group Co., Ltd., and 100% equity of Shanghai Jiushi Performing Arts Co., Ltd. [1] - The assets to be disposed of by Jiaoyun Co. include 100% equity of Shanghai Automobile Repair Co., Ltd., 100% equity of Shanghai Jiaoyun Automotive Power System Co., Ltd., 100% equity of Shanghai Jiaoyun Automotive Precision Stamping Parts Co., Ltd., 80% equity of Shanghai Tonghua Stainless Steel Pressure Vessel Engineering Co., Ltd., 100% equity of Yantai Zhongrui Automotive Parts Co., Ltd., and 100% equity of Shenyang Zhongrui Automotive Parts Co., Ltd. [1] Group 2: Transaction Structure and Regulatory Aspects - The transaction constitutes a related party transaction as the counterpart is Jiushi Group and its affiliates, with both parties being controlled by the Shanghai State-owned Assets Supervision and Administration Commission [2] - The transaction is expected to be classified as a major asset restructuring under the regulations but will not change the controlling shareholder or actual controller of the company [2] - A framework agreement for the asset swap has been signed, and the specific transaction price will be determined based on the assessed value of the assets involved, following due diligence and legal procedures [2]

Company Overview - Nanjing Shanglv (SH 600250) announced a total external guarantee amount of 400 million yuan, which accounts for 66.29% of the company's latest audited net assets [1] - The actual guarantee balance is 41.293 million yuan, representing 6.84% of the company's latest audited net assets [1] - The company has not provided guarantees for its controlling shareholders or related parties, and there are no overdue guarantees [1] Revenue Composition - For the year 2024, the revenue composition of Nanjing Shanglv is as follows: - Tour services account for 36.1% - Import and export sales account for 25.09% - Domestic sales account for 13.41% - Lighting sales account for 12.84% - Department store retail accounts for 7.68% [1] Market Capitalization - As of the report date, Nanjing Shanglv has a market capitalization of 3.9 billion yuan [1]