M&A - FANHUA INC.

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-05-08

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025041091

Filing Summary: On May 8, 2025, Highest Performances Holdings Inc. sold a total of 397,418,628 Class A ordinary shares of AIFU Inc. in multiple transactions to various entities under a Share Purchase and Sale Agreement. The shares were sold at a price of US $0.00873 per Class A ordinary share, which resulted in total proceeds of approximately $3,511,060. The entities involved in the acquisition included QT Management Company Limited, Great Name Group Limited, Innovation Global Financial Group Limited, and American Magpie News Company Limited. The Reporting Person beneficially owns a total of 657,109,820 ordinary shares of AIFU Inc., representing 30.45% of total issued shares and 50.56% of the aggregate voting power. The sale was executed in the context of strategic long-term investment positioning, and the Reporting Person indicated plans for ongoing evaluation of their investment in AIFU Inc.

Additional details:

Class A Shares Sold: 103,589,069


Class A Shares Sold To Great Name: 93,877,594


Class A Shares Sold To Innovation Global: 99,704,479


Class A Shares Sold To American Magpie: 100,247,486


Price Per Class A Share: 0.00873


Total Consideration From Qt Management: 904333


Total Consideration From Great Name: 819551


Total Consideration From Innovation Global: 870420


Total Consideration From American Magpie: 875161


Total Class A Ordinary Shares Beneficially Owned: 147109820


Total Class B Ordinary Shares Beneficially Owned: 510000000


Percentage Of Beneficial Ownership: 30.45


Aggregate Voting Power: 50.56


Form Type: SCHEDULE 13D

Filing Date: 2025-01-15

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025003624

Filing Summary: Katherine Wang and Infinew Limited jointly filed a Schedule 13D where Infinew, a holding company fully owned by Wang, entered into a share subscription agreement with AIX Inc. on December 30, 2024. This agreement facilitated the issuance of 100,000 Class A ordinary shares and 490,000,000 Class B ordinary shares at a total cost of US$490,000, concluding the issuance on January 2, 2025. Post-transaction, Infinew owns a total of 490,100,000 ordinary shares, representing 22.99% of total equity and 48.45% of voting power of AIX Inc. Wang indicated that this acquisition was for strategic long-term investment purposes with plans to review investment options continuously. The document also clarifies that there are currently no plans for further actions related to the company’s securities but the Reporting Persons may consider further purchases or sales based on market conditions.

Additional details:

Reporting Person: Infinew Limited


Reporting Person: Katherine Wang


Subscription Price: 0.001


Total Consideration: 490000


Percentage Owned: 22.99


Voting Power Percentage: 48.45


Issuer Address: 60F, Pearl River Tower, No. 15 West Zhujiang Road, Zhujiang New Town Guangzhou, Guangdong F4 510623


Form Type: SCHEDULE 13D

Filing Date: 2025-01-06

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025001181

Filing Summary: On November 27, 2024, CISG Holdings Ltd. agreed to transfer its equity interests related to their AI insurance platform to BGM Group Ltd. in a transaction valued at approximately $140,000,000, which resulted in AIX Inc. acquiring 69,995,661 Class A ordinary shares of BGM. This acquisition represents 72% of BGM's total ordinary shares outstanding and 3.4% of the voting power. The transaction was finalized on December 27, 2024. The agreement for this transaction was also incorporated by reference in a previous filing with the SEC. AIX, through its wholly-owned subsidiary CISG, now intends to review its investment in BGM continually and may engage in various communications regarding the operations and strategies of BGM. The document outlines stakes held by the Reporting Persons and confirms that there have been no criminal or civil proceedings against them related to securities laws in the past five years. The beneficial ownership percentage of 72% is based on a total of 97,222,141 ordinary shares outstanding as of December 27, 2024. The structure of the voting shares is specified, with Class A having one vote per share and Class B having one hundred votes. No current plans exist for further actions related to the ownership of these securities, except possible future reviews and adjustments of their investment positions.

Additional details:

Class A Shares Owned: 69995661


Ownership Percentage: 72.00


Transaction Date: 2024-12-27


Transaction Value: 140000000


Voting Power Percentage: 3.4


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