Central China Real Estate Limited (Central China) has signed two share-transfer agreements to sell its non-core cultural tourism operations to subsidiaries of Suzhou Xinchen Equity Investment Partnership (Trustar Capital) for a total consideration of RMB3.00 billion.
The deal structure • Henan Central and Yiluyouxi have transferred the “Unique Henan • Land of Dramas” assets into Target Company 1 and the “Jianye Movie Town” assets into Target Company 2. • Purchaser 1 will acquire 100% of Target Company 1 for RMB2.50 billion; Purchaser 2 will acquire 100% of Target Company 2 for RMB0.50 billion. • After closing, Central China will repurchase the minority stakes held by Henan Hometown Cultural Tourism Development in Henan Central and Yiluyouxi for a nominal sum, turning both vendors into indirect wholly owned subsidiaries that retain the remaining residential assets.
Financial terms and proceeds • The RMB3.00 billion price is subject to customary balance-sheet adjustments. • Approximately 98.3% of the consideration will be paid at closing, with the remaining 1.7% released after final audit. • Funds will first discharge outstanding liabilities—around RMB1.37 billion owed to creditors, including Cultural Tourism—via an escrow mechanism. • Central China expects net cash inflow of roughly RMB705 million after debt settlement.
Impact on the accounts • A disposal loss of about RMB1.22 billion will be recognised, calculated as consideration minus the carrying amount of the target assets and related liabilities. • Upon completion, the Group will deconsolidate the loss-making tourism assets and their results, while fully consolidating Henan Central and Yiluyouxi going forward.
Asset and performance snapshot • Pro forma net book value of the target assets at 31 December 2025: RMB4.03 billion. • Target assets recorded combined net losses after tax of RMB62.82 million in 2024 and RMB55.30 million in 2025. • Remaining assets (largely residential) showed net losses after tax of RMB27.00 million in 2024 and RMB108.10 million in 2025.
Strategic rationale The divestment removes capital-intensive, debt-laden tourism projects from the portfolio, aligns the Group with its core property-development focus—over 90% of 2025 revenue—and improves liquidity and leverage.
Closing conditions include shareholder approvals, completion of asset injections, and release of encumbrances. Settlement is expected one business day after all conditions are met, with both share transfers closing simultaneously.