AutoBeta(AutoBeta.net)03/16 Report--

On March 15, brilliance China's Hong Kong shares announced that Shenyang Motor had signed a conditional investment agreement to acquire 100% of brilliance's stake, as announced on February 5. As announced on 13 March, all the prerequisites under the conditional Investment Agreement have been met. After the 0.44% disposal as announced on March 13, brilliance and Liaoning Xinrui are no longer the controlling shareholders of the Company, but remain substantial shareholders and related persons of the Company.

In addition, the Company was informed by brilliance that on 15 March 2024, 100% equity interest in brilliance had been transferred to Shenyang Automobile and had completed the relevant industrial and commercial registration for the change. After delivery under the conditional Investment Agreement, (1) brilliance has become a wholly-owned subsidiary of Shenyang Automobile; (2) the actual controller of brilliance has been changed to the State-owned assets Supervision and Administration Commission of Shenyang Municipal people's Government; and (3) Shenyang Automobile indirectly holds approximately 29.99% of the shares of the Company through its wholly-owned subsidiaries brilliance and Liaoning Xinrui. Shenyang Automobile has become a major shareholder and related person of the Company.

On February 7 this year, brilliance China announced that the brilliance restructuring plan approved by the Shenyang Intermediate people's Court is still being implemented. Shenyang Automobile Co., Ltd. (hereinafter referred to as "Shenyang Automobile") has signed a conditional investment agreement to acquire 100% stake in brilliance Group.

As early as April 2023, there was news in the market that relevant departments in Shenyang might buy brilliance China shares from brilliance Group. Subsequently, brilliance China issued a clarification notice saying: "We are not aware of the matters reported by the media and the source of the information contained in them." As for the establishment of ou Shenyang Automobile, the industry believes that the local government may have laid the groundwork for the restructuring of brilliance Group. As for the reason why Shenyang Automobile invested in the automobile industry, Jinbei Automobile said in the announcement: "the main purpose of Shenyang Automobile Investment is to develop the automobile industry in Shenyang."

It is understood that Shenyang Automobile was set up by the local government to reorganize brilliance Group, and the actual controller is Shenyang State-owned assets Supervision and Administration Commission (Shenyang Municipal people's Government State-owned assets Supervision and Administration Commission). According to Tianyan check information, Shenyang Automobile Co., Ltd. was established in February 2023 and is a wholly owned subsidiary of Shenyang Cairui Investment Co., Ltd. (hereinafter referred to as "Shenyang Cairui").

Brilliance Automobile Group holding Co., Ltd. is a large vehicle manufacturing enterprise controlled by Liaoning SASAC, which directly or indirectly controls and participates in three listed companies: Jinbei Automobile, Shenhua Holdings and brilliance China. Brilliance BMW was established through a joint venture between brilliance China and BMW Group. At present, brilliance Group has three independent brands of China, Golden Cup and Huasong and two joint venture brands of brilliance BMW and Huachen Renault.

In November 2020, brilliance fell into financial crisis. The Shenyang Intermediate people's Court ruled to accept the creditor's application for the reorganization of brilliance Group, and then brilliance Group entered the bankruptcy reorganization procedure. Since then, the Shenyang Intermediate people's Court ruled that 12 enterprises, including brilliance Group, should be tried in the form of substantive merger and reorganization, and appointed the manager of brilliance Group as the substantive merger and reorganization manager of 12 enterprises, including brilliance Group. However, after several twists and turns, there was no substantial competition in the restructuring plan, and it was not until August 2023 that brilliance's restructuring plan was approved by the court.

The completion of brilliance equity transfer also marks the company's restructuring has entered a new stage, but the future of brilliance Group is still full of fog. According to the financial report, brilliance China achieved a total operating income of 507 million yuan in the first half of 2023, down 8.9% from 558 million yuan in the same period in 2022. Brilliance China said the drop in demand for auto parts was due to the shift in demand in the auto consumer market from traditional fuel models to electric and hybrid models.

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