Securities Code: 002945
Securities Abbreviation: Hualin Securities
Announcement No.: 2026-029
Hualin Securities Co., Ltd.
Announcement on the Acquisition of 94% Equity in HNA Futures
The Company and all members of the Board of Directors guarantee that the content of this information disclosure is true, accurate, and complete, and there are no false records, misleading statements, or major omissions.
Key Information Highlights:
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Brief Description of the Transaction: Hualin Securities Co., Ltd. ("Hualin Securities" or the "Company") intends to use its own funds to acquire, through an agreement, a 94.00% equity stake in HNA Futures Co., Ltd. ("HNA Futures") held by HNA Capital Group Co., Ltd. ("HNA Capital") and Shaanxi Yanghang Cloud Enterprise Management Co., Ltd. ("Shaanxi Yanghang"). This represents 470,000,000 shares, with a total transaction price of RMB 201,846,122.69. Upon completion of this transaction, the Company will gain control of HNA Futures and become its controlling shareholder.
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This equity acquisition does not constitute a related-party transaction, nor does it constitute a major asset restructuring as defined by the "Measures for Major Asset Restructuring of Listed Companies."
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This transaction does not require shareholder approval and is subject to approval from the China Securities Regulatory Commission (hereinafter referred to as the "CSRC").
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There is uncertainty in this transaction, and investors are advised to be aware of investment risks.
I. Overview of the Transaction
On August 7, 2026, the Company held the twelfth meeting of its fourth Board of Directors, which deliberated and passed the "Proposal on Acquiring 94% Equity in HNA Futures." To improve the integrated financial services system for the development of securities and futures businesses, and to enhance the Company's service capabilities in derivatives risk management, wealth management, and other fields, the Company intends to acquire, through cash payment and agreement, a 94.00% equity stake in HNA Futures held by HNA Capital and Shaanxi Yanghang, thereby gaining control of HNA Futures. Among these, the Company intends to acquire 91.09% of HNA Futures' shares from HNA Capital and 2.91% from Shaanxi Yanghang. Upon completion of the transaction, the Company will hold 470,000,000 shares of HNA Futures, representing 94.00% of its total share capital, becoming the controlling shareholder of HNA Futures. HNA Futures will be included in the Company's consolidated financial statements. The transaction consideration is based on the valuation of HNA Futures' net assets as of the Company's initial offer date, with the audited net assets as of December 31, 2025, as the core reference. After multiple rounds of equal negotiation among the parties, the total transaction price was determined to be RMB 201,846,122.69, with all transaction funds sourced from the Company's own capital.
This equity acquisition does not constitute a related-party transaction, nor does it constitute a major asset restructuring as defined by the "Measures for Major Asset Restructuring of Listed Companies." This transaction does not meet the threshold for shareholder approval, and it is subject to approval from the China Securities Regulatory Commission (hereinafter referred to as the "CSRC").
II. Basic Information of the Counterparties
(I) Basic Information of the Counterparties
- HNA Capital Group Co., Ltd.
Nature of Business: Limited Liability Company
Registered Address: Floor 29, Fuli Center, Guoxing Avenue, Meilan District, Haikou City, Hainan Province, 2907-1
Office Address: Floor 29, Fuli Center, Guoxing Avenue, Meilan District, Haikou City, Hainan Province
Establishment Date: May 16, 2007
Legal Representative: Li Pei
Registered Capital: RMB 3,348,035 million
Unified Social Credit Code: 91460000798722853N
Major Shareholder: Hainan HNA No. 2 Management Services Co., Ltd.
Business Scope: Corporate asset restructuring, mergers and acquisitions, project planning, financial advisory services, information consulting services, investment and development of transportation and energy new technologies and new materials, sales and leasing of aviation equipment, construction materials, hotel management, investment in yacht marinas.