Jinke's 52.94 Billion Share Capital Increase Plan Implemented, Great Wall Assets' Dual Role in Risk Mitigation

Deep News
2025/09/11

*ST Jinke (Jinke Co., Ltd.), known as "China's first trillion-yuan real estate company restructuring stock," has released new updates.

On the evening of September 8, Jinke Real Estate Group Co., Ltd. issued an "Announcement on the Implementation of Capital Reserve Transfer to Share Capital in the Restructuring Plan." Jinke will adjust shareholder equity through capital reserve transfer to share capital, with all 52.94 billion newly issued shares to be used for introducing restructuring investors and debt repayment. This marks the formal entry into the substantive execution phase of the industry's largest real estate company restructuring plan, involving 147 billion yuan in debt and over 8,400 creditors.

It is understood that throughout this process, China Great Wall Asset Management Co., Ltd. (Great Wall Assets) spent two years not only investing with a dual identity as "industrial investor + financial investor," but also serving as the designer of the restructuring plan and a deep participant in organizing and implementing the restructuring work, successfully completing a complex risk resolution plan for a large listed real estate company.

**Capital Increase Plan Implementation: Distribution of 52.94 Billion Shares**

According to the announcement, Jinke will implement capital reserve transfer to share capital based on approximately 5.294 billion existing shares (after deducting repurchased shares), at a ratio of 10 new shares for every 10 existing shares, with an expected total of 5.294 billion new shares to be issued.

In terms of specific allocation, this capital increase focuses on two core objectives: "strategic investment attraction" and "debt repayment": 3 billion shares will be used to introduce restructuring investors to inject capital into the company, with investor shares locked for 1-3 years; 2.294 billion shares will be directly allocated to creditors to settle debts and alleviate the company's debt pressure.

Restructuring investors are divided into industrial investors and financial investors. At the industrial investor level, Jinke has introduced three entities: Shanghai Pinqi Consortium, Sichuan Development Securities Investment Fund Management Co., Ltd., and Great Wall Assets, forming a combination of "quality capital + central enterprise AMC + local state-owned enterprises." The three parties collectively acquired 1.2 billion transferred shares at a price of 0.63 yuan per share, with a 36-month lock-up period. Specifically, Shanghai Pinqi Consortium acquired 993 million shares, Sichuan Development Securities Fund acquired 160 million shares, and Great Wall Assets acquired 47 million shares.

For financial investors, Jinke allocated 1.8 billion transferred shares to attract financial capital at a price of 1.04 yuan per share, with a 12-month lock-up period.

According to Jinke's interim report disclosed on August 29, future restructuring investors will inject incremental funds and resources into the company to improve sustainable operation capabilities. The company will continue to advance the execution of the restructuring plan and orderly implement trust plan establishment, debt resource payment, and share transfer registration.

Additionally, Jinke is promoting the implementation of bankruptcy service trusts according to the restructuring plan: transferring most subsidiary equity held by the company and Chongqing Jinke to the bankruptcy service trust, with CITIC Trust as the trustee. Related agreement signing work is progressing orderly.

**Central Enterprise AMC's Deep Participation in Real Estate Risk Mitigation**

Jinke's restructuring plan represents the largest restructuring case in the real estate industry to date, involving debt of up to 147 billion yuan, over 8,400 creditors, and multiple challenges including intertwined equity structures, intensive related transactions, and complex debt guarantees. This restructuring plan has attracted significant market attention since its launch.

Unlike previous real estate company bankruptcies that mainly involved project companies, this case involves the group as the restructuring target, and includes listed real estate companies among the restructuring subjects - rare characteristics in AMC participation in real estate enterprise restructuring cases.

According to project team members from Great Wall Assets participating in the restructuring, promoting Jinke's restructuring was challenging work. Great Wall Assets, as a national financial asset management company, deeply participated in risk resolution work from multiple aspects.

In terms of plan design and investor role, Great Wall Assets leveraged professional experience in listed company bankruptcy restructuring, participating as a restructuring investor in pre-restructuring procedures in July 2023, playing a key role in stabilizing market confidence and avoiding delisting. Based on comprehensive due diligence, it innovatively proposed a "1+1+N" restructuring plan, solving the complex relationship puzzle of large listed real estate companies' intertwined equity and debt internal transactions. With dual identity as "industrial investor + financial investor," it provided both long-term strategic support as an industrial investor and short-term funding as a financial investor.

In financial risk resolution, Great Wall Assets leveraged AMC's professional responsibilities in non-performing asset acquisition, focusing on resolving financial risks. It actively communicated with relevant creditor banks and acquired 1.4 billion yuan in non-performing debt from banks to Jinke during restructuring and after court approval, helping financial institutions resolve existing risks.

In terms of bailout and revitalization, Great Wall Assets provided project-specific support to Jinke. For example, after the Chongqing Wesler project was suspended for two years, Great Wall Assets achieved project resumption and sales through multiple measures including debt restructuring, additional investment, brand injection, general contractor replacement, and professional team on-site management. Brand output and refined operations enhanced project value.

On August 29, Jinke disclosed its 2025 interim report, announcing main performance for the first half: due to reduced settlement scale, operating revenue and operating costs decreased by 85.28% and 84.33% year-on-year respectively. Regarding guaranteed housing delivery tasks, overall progress reached approximately 97%, with completion of all guaranteed housing delivery projects expected within 2025 and normalized management of housing delivery resuming in 2026.

The interim report also revealed that Jinke has formulated a "New Jinke" development strategy to adapt to industry changes, actively seeking cooperation opportunities in existing real estate construction and management services. Great Wall Assets, as a major player in non-performing assets with substantial existing real estate market resources, will collaborate with "New Jinke" to explore "non-performing assets+" risk resolution solutions under new real estate circumstances.

Additionally, it is understood that around New Jinke's positioning as "an important resource integration platform for resolving domestic existing real estate market risks," Great Wall Assets has organized cooperation details for nearly ten reserve projects, continuously assisting Jinke in targeted reorganization and revitalization of assets divested after restructuring.

The substantive advancement of Jinke's restructuring not only brings "phoenix-like rebirth" opportunities for Jinke itself but also explores a new bailout paradigm of "central enterprise AMC risk resolution + local state-owned enterprise resource empowerment + market-based capital value discovery," providing practical experience for handling risks of trillion-yuan real estate enterprises in the industry.

Notably, asset management companies have played a major role in real estate risk mitigation. Data released by China Index Academy in 2025 shows that leading asset management institutions have established real estate bailout platforms, processing real estate companies' non-performing assets in batches through a "low-price acquisition—renovation upgrade—securitization exit" model. From 2022-2024, 152 bailout projects were promoted, driving 322 billion yuan in asset revitalization and effectively resolving real estate enterprise debt risks.

**How to Optimize Restructuring and Reorganization**

Asset management companies have been very active in corporate restructuring and reorganization projects.

According to relevant officials from Great Wall Assets, since 2022, as a central enterprise AMC, Great Wall Assets has led bankruptcy restructurings that achieved first completion in their respective annual markets three times, including Tsinghua Unigroup restructuring in 2022, Jinyi Culture restructuring in 2023, and Jinke restructuring this year.

Wang Yong, General Manager of Asset Operations Department IV at Great Wall Assets headquarters, told reporters that restructuring is technical work that requires significant effort and time. Being the first to complete restructuring annually results from joint efforts of all parties and is hard-earned. Great Wall Assets always prioritizes "how to do well," emphasizing excellence and optimization, focusing on promoting optimal resource allocation, supporting customer value reconstruction, and providing professional solutions and practical paths.

He explained that in the Jinke case, under guidance from relevant departments and courts, Great Wall Assets comprehensively considered various factors and provided restructuring solutions through a four-dimensional path of "professional services + capital injection + core business empowerment + ecosystem co-construction," promoting Jinke's transformation from "debt quagmire" to "phoenix-like rebirth."

Facing substantive reorganization of problem enterprises, he believes AMCs must fulfill overall requirements of resolving financial risks, supporting the real economy, and serving national strategies. They should leverage AMC's unique functional role in credit markets, industrial markets, other financial markets, and capital market resource integration and mutual transformation. Through optimizing resource allocation and reshaping customer value, AMCs need to position themselves as restructuring plan designers, industrial resource integrators, and business ecosystem reconstructors.

"The core focus lies in improving asset quality through industrial integration, optimizing resource allocation through financial innovation, and ensuring sustainable development through long-term operations, providing replicable models for problem enterprise restructuring and economic structural adjustment," Wang Yong stated.

Wang Yong further pointed out that AMCs should have certain standards in project selection, including compliance, value repairability, controllable project risks, and most importantly, the ability to demonstrate benefits to the public through job creation and livelihood protection.

According to introductions, problem listed company M&A and restructuring, including listed company bankruptcy restructuring, has become an important direction for Great Wall Assets' business development. Therefore, since early 2022, the company established a "trilogy" working principle for listed company bankruptcy restructuring: participating in early restructuring plan design as financial advisor, resolving difficult debt relationships through debt acquisition, and injecting capital as restructuring investor.

"The 'trilogy' is also a methodology, insisting on starting from project sources, leading and deeply participating in the entire bankruptcy restructuring process, doing 'difficult but correct' things rather than simply participating in later-stage financial investor bidding," a relevant official from Great Wall Assets further stated.

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