业务转型、终止业务及重大收购

港股IPO招股书披露先例 · 253 家公司,295 项

业务转型、终止业务及重大收购或出售,指申请人在往绩记录期内改变经营模式、停办或剥离既有业务、或进行重大收购,以致各期间财务资料的可比性受影响的事项。招股书一般在概要、风险因素、业务及财务资料等章节披露该等事项的背景、经过、交易金额或相关收入占比,并解释其商业理由,如战略聚焦、资源配置优化或供应链整合,同时说明对收入结构、盈利能力的影响及后续安排。

2026-06-30Prospectus
普源精电科技股份有限公司RIGOL Technologies Co., Ltd.00537.HK

2024年收购Naishu Electronics Group

In 2024, we strategically acquired Naishu Electronics Group, a specialist in intelligent digital array systems.

Business · 第 104 页

This acquisition helps us shift from providing standalone hardware instrument to delivering integrated, software-driven test and measurement solutions tailored to customers’ needs.

Business · 第 104 页

As of December 31, 2024 and 2025, we recognized goodwill of RMB322.2 million.

Financial Information · 第 199 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Application Proof
科郦有限公司COREE Company Limited

2024年终止直接向大型零售商销售模式

Historically, we sold directly to certain large retailers, but this direct-to-retailer model was discontinued in 2024 with a view to enhancing our long-term profitability and operational efficiency by leveraging our distribution strategy.

Business · 第 131 页

For Chinese Mainland, offline sales are handled entirely through authorized distributors, who supply retail outlets such as specialty maternal and infant stores, supermarkets and baby care chains.

Business · 第 131 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Application Proof

往绩期内处置非核心资产及企业重组

In parallel with its investment programme, the Group has historically undertaken portfolio optimisation and corporate restructuring measures, including the disposal of certain non-core assets, selective acquisitions and internal reorganisations.

Financial Information · 第 176 页

These transactions may affect the Group’s financial condition and results of operations through one-off gains or losses on disposal, and changes in revenue mix and cost structure resulting from the disposal of non-core or loss-making activities or from investments accounted for as associates or joint ventures.

Financial Information · 第 176 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Application Proof
广州豪特节能环保科技股份有限公司Guangzhou Haote Energy Saving Technology Co., Ltd.

温控产品及ICT设备业务收缩

From our inception through 2019, we primarily provided commercial and industrial building energy management solutions.

Summary · 第 2 页

partially offset by a decrease in the sales of temperature control products and ICT equipment, mainly attributable to our overall strategy of maintaining a cautious approach to this business,

Financial Information · 第 241 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Prospectus
立讯精密工业股份有限公司Luxshare Precision Industry Co., Ltd.02475.HK

往绩期间多宗收购推高商誉

Our goodwill increased from RMB1,729.2 million as of December 31, 2023 to RMB1,885.8 million as of December 31, 2024, primarily due to the acquisition of the Qorvo Business and Cosmo Business.

Financial Information · 第 229 页

Our goodwill increased from RMB1,885.8 million as of December 31, 2024 to RMB2,239.2 million as of December 31, 2025, primarily due to the acquisition of the Wingtech Other Mainland Consumer Electronics Businesses.

Financial Information · 第 229 页

Our trade and note receivables turnover days increased from 38 days in 2024 to 45 days as of December 31, 2025, primarily due to the consolidation of the Wingtech Businesses.

Financial Information · 第 237 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Application Proof
广州豪特节能环保科技股份有限公司Guangzhou Haote Energy Saving Technology Co., Ltd.

2025年完成两宗战略收购

On August 6, 2025, we entered into an equity transfer agreement with Super Telecom Co., Ltd. (“Super Telecom”), pursuant to which we agreed to acquire 95% of the equity interest in Jiangsu Ninghuai from Super Telecom for a total consideration of RMB10.95 million (the “First Acquisition”).

Business · 第 180 页

Jiangsu Ninghuai’s financial statements as of June 30, 2025 showed negative shareholders’ equity of approximately RMB1.2 million.

Business · 第 180 页

New Energy Engineering is a company established in the PRC holding the Class I Qualification for General Contracting of Mechanical and Electrical Engineering Projects (機電工程施工總承包一級 資質) together with a safety license.

Business · 第 181 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Application Proof
阿维塔科技(重庆)股份有限公司AVATR Technology (Chongqing) Company Limited

2024年起由自营模式转向经销商模式

In 2024, the number of our self-operated stores decreased significantly, primarily due to an adjustment in our sales and marketing strategy.

Business · 第 145 页

This strategic shift was driven by the launch of new products, rapid channel expansion and accelerated market growth.

Business · 第 145 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-30Application Proof
阿维塔科技(重庆)股份有限公司AVATR Technology (Chongqing) Company Limited

战略投资引望并取得10%股权

We collaborate with Huawei, primarily through Yinwang in which we acquired a ten percent equity interest, in the development and integration of assisted driving systems, in-cabin technologies and related software solutions.

Business · 第 162 页

As of December 31, 2025, we had net current liabilities of RMB8,284.6 million, primarily due to a decrease in cash and cash equivalents following our strategic investment in Yinwang, as well as the increase in trade and notes payables and other payables and accruals in connection with our business scale-up, including higher production volume and continued investment in research and development and marketing activities.

Business · 第 151 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-29Application Proof

自2022年起战略重心转向自营业务

Therefore, we strategically shifted our business focus from scale-oriented development, namely digital marketplace business, to profit-oriented development, namely self-operated business, since 2022.

Summary · 第 5 页

The decrease in the number of offline trading partners in 2024 was primarily due to our gradual cessation of such infant formula product line.

Business · 第 157 页

Our strategic shift of business focus from scale-oriented development (digital marketplace business) to profit-oriented development (self-operated business) since 2022 has yielded positive results, evidenced by the increase in the proportion of revenue and gross profit derived from self-operated business in our total revenue and gross profit from 71.9% and 31.9% in 2023 to 86.8% and 53.8% in 2025, respectively.

Business · 第 193 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-29Application Proof
北京盛景网联科技服务股份有限公司Beijing Shengjing Wanglian Science and Technology Service Co., Ltd.

2025年出售直播电商业务并列为终止经营

In November 2024, we acquired control of Hangzhou Xingqitian and its subsidiaries as part of our Group's reorganisation.

Business · 第 146 页

In order to allow our Group to maintain a focused and coherent business strategy, and as part of our ongoing reorganisation, we determined that it was in the best interests of our Group and its shareholders to carve out the Live Streaming E-commerce Business from our Group.

Business · 第 146 页

Pursuant to the reorganisation, we transferred our entire interest in Hangzhou Xingqitian to Wanglian Keji in June 2025 for a consideration of RMB16.2 million under common control.

Business · 第 147 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-29Prospectus
易控智驾科技股份有限公司EACON Group Co., Ltd07687.HK

由自营车队模式转向客户提供车队模式

In 2025, revenue under the customer-provided fleet model accounted for 56.8% of our total revenue, as compared to 46.0% in 2024 and 41.7% in 2023.

Summary · 第 4 页

In early stages, we led deployment under a Company-provided fleet model, possessing the vehicles and offering turnkey operations to help customers de-risk early adoption.

Business · 第 123 页

We are actively transitioning from the capital-heavy Company-provided fleet model to the more capital-light, higher-margin customer-provided fleet model.

Business · 第 173 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-26Application Proof
复星安特金(成都)生物制药股份有限公司Fosun Adgenvax (Chengdu) Biopharmaceutical Co., Ltd.

产品升级致生产线停产及收入波动

In particular, our planned strategic transition from the historical human rabies vaccine (Vero cell) to the lyophilized human rabies vaccine (Vero cell), as well as the upgrade of our influenza vaccine production line to accommodate the quadrivalent split influenza vaccine, necessitated temporary production suspensions for production line validation and regulatory on-site inspections.

Business · 第 155 页

Given that our other candidates, including PCV13, PCV24 and lyophilized human rabies vaccine (HDC) candidates, utilize separate production lines and are therefore not expected to be subject to production suspensions for other commercialized products in connection with their respective regulatory on-site inspection processes.

Business · 第 156 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-26Prospectus
北京同仁堂医养投资股份有限公司Beijing Tong Ren Tang Healthcare Investment Co., Ltd.02667.HK

转让七家非营利机构权益转作管理服务

We transferred the organizer’s interests in these seven not-for-profit medical institutions to TRT Kangyang in June 2023, mainly as a result of which, revenue generated from TCM healthcare services slightly decreased by 0.7% from 2023 to 2024.

Business · 第 149 页

In June 2023, we transferred the organizer’s interests of seven not-for-profit medical institutions to TRT Kangyang, and started to provide management services to six of those medical institutions in January 2024.

Summary · 第 5 页

Our revenue generated from other business decreased from 2023 to 2024, primarily due to our disposal of TRT Catering Management to TRT Kangyang in June 2023 and the cessation of our catering services.

Business · 第 127 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-26Prospectus
北京同仁堂医养投资股份有限公司Beijing Tong Ren Tang Healthcare Investment Co., Ltd.02667.HK

往绩期间多项收购及石家庄医院出售

In 2024, we acquired Beijing TRT Second TCM Hospital, Anshan TRT TCM Hospital, Shijiazhuang TRT TCM Hospital, Shanghai CZT and Shanghai ZHT.

Financial Information · 第 247 页

Our revenue generated from TCM healthcare services in other regions increased throughout the Track Record Period, primarily attributable to the organic growth of our existing medical institutions in such regions and our acquisitions of Shanghai CZT and Shanghai ZHT in 2024.

Business · 第 126 页

As of the Latest Practicable Date, we were in the process of disposing TRT Baoding considering Hebei province is geographically beyond our strategic business focus.

Summary · 第 14 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-25Application Proof
神基制药有限公司NeuroGen Pharma Limited

2024年收购NeuroGen Zhuhai及相关资产

During the Track Record Period, our goodwill arose from the acquisition of NeuroGen Zhuhai and related assets in November 2024, which is the difference between the purchase consideration of RMB4,683.0 million and the fair value of the identifiable net assets acquired of RMB3,699.9 million on the acquisition date.

Financial Information · 第 234 页

Our business continued to grow since the end of the Track Record Period. Particularly, in April 2026, we in-licensed AJOVY from Teva. In June 2026, we acquired NG1807 from Shanghai Sinopeak Pharmaceutical Co., Ltd. for NG1807.

Summary · 第 16 页

The five largest customers represent, (i) prior to the Acquisition, customers collaborated with NeuroGen Zhuhai, and (ii) after NeuroGen HK acquired the Acquired Assets pursuant to the Acquisition, customers collaborated with our Group.

公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-25Application Proof
维健国际控股集团有限公司WinHealth International Holding Group Company Limited

2024年收购协和麒麟中国并转型业务模式

The Kyowa Kirin China Acquisition was in line with our expansion strategies and formed part of the logical growth trend of our business.

Business · 第 173 页

The final aggregate consideration for the Kyowa Kirin China Acquisition was the US dollars equivalent of RMB550.0 million.

Business · 第 175 页

For 2025, WinHealth China contributed RMB675.6 million to our revenue, representing 40.2% of our total revenue for the year, and contributed RMB481.8 million to our gross profit, representing 55.0% of our total gross profit for the year.

Business · 第 175 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-24Application Proof
紫讯技术(福建)股份有限公司Zixun Technology (Fujian) Co., Ltd.

2024年1月收购站斧浏览器业务

Our intangible assets increased from RMB0.1 million as of December 31, 2023 to RMB14.0 million as of December 31, 2024, primarily resulting from our acquisition of the Zhanfu Browser business in January 2024, and slightly decreased to RMB13.7 million as of December 31, 2025 due to the amortization of intangible assets other than goodwill.

Financial Information · 第 194 页

In addition, since our acquisition of Zhanfu Browser, it also recorded meaningful growth, with average MAUs increasing from 13.6 thousand in 2024 to 37.5 thousand in 2025, and its subscribers increasing from 59.9 thousand in 2024 to 145.2 thousand in 2025.

Financial Information · 第 178 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-23Application Proof
孩子王儿童用品股份有限公司Kidswant Children Products Co., Ltd

往绩记录期间三项收购影响可比性

In August 2023, we acquired Leyou Group, a company primarily engaging in the maternal, infant and child business in the Northern China market.

Financial Information · 第 224 页

In July 2025, we acquired Hairology Group to expand into the scalp and hair care market.

Financial Information · 第 224 页

Notwithstanding the strategic benefits of our acquisitions, integrating newly acquired businesses involves inherent risks.

Financial Information · 第 225 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-22Application Proof
上海悦普数智科技股份有限公司Shanghai Yuepu Digital Intelligence Technology Co., Ltd.

服务模式演变为全漏斗整合营销方案

Over the years, our service model continued to evolve from earlier influencer-focused marketing services toward full-funnel integrated marketing solutions.

Financial Information · 第 202 页

Revenue generated from our full-funnel integrated marketing solutions amounted to RMB505.0 million, RMB695.4 million and RMB715.1 million in 2023, 2024 and 2025, respectively, accounting for 33.5%, 52.0% and 51.0% of our total revenue for the same years, respectively.

Financial Information · 第 202 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-22Prospectus
江西生物制品研究所股份有限公司Jiangxi Institute of Biological Products Inc.06915.HK

往绩记录期内向控股股东出售海南药物研究所

The amounts due to related parties as of December 31, 2023 and 2024 were mainly in relation to an equity transfer agreement and supplemental agreement entered into between the Company and its controlling shareholder, Qianhai Tianzheng, to transfer 100% equity interest in Hainan Pharmaceutical Research Institute Co., Ltd. from the Company to Qianhai Tianzheng, which have been fully settled.

Financial Information · 第 260 页

Our other gains and losses increased from RMB0.1 million in 2024 to RMB3.7 million in 2025, mainly due to our gain on disposal of a subsidiary of RMB3.8 million in 2025.

Financial Information · 第 241 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看

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