CICC proposes major merger with Dongxing, Cinda Securities

China International Capital Corporation Limited (CICC) announced a preliminary plan for a share-based absorption merger with Dongxing Securities Company Limited and Cinda Securities Company Limited. The transaction, approved by the boards of all three companies on December 17, 2025, will involve CICC issuing A-shares to the shareholders of Dongxing and Cinda in exchange for their shares, with Dongxing and Cinda subsequently delisting and ceasing to exist as separate legal entities. The merged entity, CICC, will inherit all assets, liabilities, businesses, personnel, contracts, and qualifications from both companies, with its A-shares listed on the Shanghai Stock Exchange.

The merger is designed to leverage complementary strengths and enhance market competitiveness. CICC’s A-share exchange price is RMB 36.91 per share, while Dongxing Securities’ A-share exchange price is RMB 16.14 per share (representing a 26% premium over its 20-day average trading price), and Cinda Securities’ A-share exchange price is RMB 19.15 per share. The exchange ratios are 1:0.4373 for Dongxing Securities and 1:0.5188 for Cinda Securities, resulting in CICC issuing 3,096,016,826 new A-shares. Central Huijin will remain the controlling shareholder of CICC. The transaction is subject to further approvals, including from shareholders and regulatory bodies.

The merger constitutes a major asset reorganization for all three parties. The independent financial advisors, including Industrial Securities for CICC, SDIC Securities for Dongxing Securities, and China International Capital Corporation Limited for Cinda Securities, have confirmed compliance with regulatory requirements. The share prices of all three companies did not show abnormal fluctuations of more than 20% in the 20 trading days prior to the suspension on November 20, 2025, after accounting for market and industry factors.