Yunnan Aluminum to boost stakes in key subsidiaries in connected party deal

On November 25, 2025, Yunnan Aluminum entered into an acquisition agreement to acquire minority equity interests in Yunlv Yongxin (28.7425%), Yunlv Runxin (27.3137%), and Yunlv Hongxin (30%) from Yunnan Metallurgical. This transaction will increase Yunnan Aluminum’s holdings in these entities to 96.0766%, 97.4560%, and 100% respectively. The total consideration payable for these acquisitions, after adjusting for 2024 profit distributions, is RMB2,266,563,700.

The acquisition is structured as a non-public transfer by agreement. Yunnan Metallurgical, a subsidiary of Chinalco (the controlling shareholder of Aluminum Corporation of China), makes this a connected transaction under Hong Kong Listing Rules. The highest applicable percentage ratio for the acquisition falls between 0.1% and 5%, subjecting it to reporting and announcement requirements, but exempting it from independent shareholders' approval under Hong Kong rules. However, it still requires shareholder approval at a general meeting as per Shanghai Stock Exchange rules.

The valuation of Yunlv Yongxin and Yunlv Runxin adopted an income approach, with appraised values of RMB5,308,487,400 and RMB2,930,493,400 respectively. Yunlv Hongxin was valued using an asset-based approach at RMB93,925,900. These valuations were based on a benchmark date of December 31, 2024.