Review halted! Xiangcai Co., Ltd. has just announced the absorption and merger with Dazhihui!

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Shanxi Securities’ merger with Dazhihui has new developments.

On March 15, Shanxi Securities and Dazhihui both announced that because the valuation report in the application documents has expired and related financial data is nearing expiration, they need to update and supplement the materials. The Shanghai Stock Exchange has suspended the review of this transaction according to regulations. Although the review is paused, the companies stated that this suspension does not constitute a significant adverse impact. The update work is progressing in an orderly manner, and once completed, they will immediately apply to resume the review.

Against the backdrop of policies encouraging industry mergers and acquisitions, M&A cases in the securities industry continue to increase. In early March, Dongwu Securities launched the first securities M&A of 2026 by planning to acquire control of Donghai Securities. Meanwhile, the “financial + technology” integration between Shanxi Securities and Dazhihui is still ongoing.

Suspension of review due to updates of financial data and valuation report

On March 15, Shanxi Securities announced that it plans to merge with Dazhihui through a share swap and issue A-shares to raise supporting funds. Since the valuation data in the submitted application documents has expired, it needs to be updated and resubmitted. The Shanghai Stock Exchange has suspended the review of this transaction according to relevant regulations. The company and related intermediaries are actively working on updating valuation data, financial data, and application documents. Once the work is completed, the company will promptly submit the updated application materials to the Shanghai Stock Exchange and apply for the resumption of review.

Dazhihui also announced that the share swap merger and fundraising transaction with Shanxi Securities is suspended because the valuation report in the application documents expired on March 14, 2026, and the latest audited financial statements are as of June 30, 2025. The relevant financial data will expire on March 31, 2026. Currently, data update work is underway, and the Shanghai Stock Exchange has suspended the review of this transaction.

Shanxi Securities stated that this suspension will not have a significant adverse effect on the transaction. The company’s operations are normal. The company and related intermediaries are actively working on updating valuation data, financial data, and application documents. Once completed, they will promptly submit the updated materials and apply for the review to be resumed.

M&A process still progressing in an orderly manner

Looking back, the merger between Shanxi Securities and Dazhihui has been nearly a year in the making.

On March 28, 2025, both Shanxi Securities and Dazhihui announced that they were planning to complete a share swap merger, where Shanxi Securities would issue A-shares to all A-share shareholders of Dazhihui to acquire Dazhihui and raise supporting funds.

After the transaction, Dazhihui will delist and cancel its legal entity status. Shanxi Securities, as the surviving company, will inherit all of Dazhihui’s assets, liabilities, business, personnel, contracts, and other rights and obligations.

Shanxi Securities said that this transaction will deeply integrate Dazhihui’s product, technology, and traffic advantages with Shanxi Securities’ license, operational capabilities, and branch network, strengthening the synergy between the two sides. It aims to enhance Shanxi Securities’ wealth management and financial services, and promote the leapfrog development of Shanxi Securities through technology.

On October 23, 2025, the Shanghai Stock Exchange accepted the application documents of Shanxi Securities and began review. On November 5, 2025, Shanxi Securities received a review inquiry letter from the exchange.

On March 15, Shanxi Securities stated that, so far, the company and relevant parties are actively advancing the transaction. They will continue to perform their information disclosure obligations in accordance with relevant laws and requirements as the process progresses.

In terms of performance, Shanxi Securities’ core subsidiary, Shanxi Securities, reported an unaudited financial statement for 2025 showing total operating revenue of about 1.955 billion yuan, a 28.8% increase from about 1.518 billion yuan in 2024. Net profit was approximately 553 million yuan, a significant increase of 157.5% from 215 million yuan in 2024.

Meanwhile, Dazhihui released a performance forecast, estimating net profit attributable to the parent company for 2025 to be between -34 million and -50 million yuan, with net profit after non-recurring gains and losses between -69 million and -85 million yuan. Although it did not turn a profit, the loss was significantly narrower than in 2024, when Dazhihui’s net loss was about 200 million yuan.

Dazhihui explained that some business revenues increased in 2025, and cost reduction and efficiency measures significantly lowered expenses. However, revenue growth was not enough to fully cover costs.