Hainan Meilan International Airport Company Limited (Meilan Airport) has agreed to divest a 6% interest in Hainan Airport Holdings to Hainan Airport Development for RMB109.06 million, according to a connected-transaction announcement dated 21 August 2026.
Disposal details • Target asset: 6% of Hainan Airport Holdings, a shareholding platform for three mainland airports (Sanya Phoenix, Dongying Shengli and Yichang Sanxia). • Pricing: Based on an independent asset-based valuation that placed Hainan Airport Holdings’ equity value at RMB1.82 billion, implying a 15.39% markdown to book. • Financial impact: Meilan Airport expects to recognise an estimated investment gain of about RMB540 million upon reclassification of its remaining 18.5% interest as a financial asset. • Use of proceeds: Ruigang Logistics (the seller and Meilan Airport subsidiary) will repay intra-group payables, allowing the listed company to reduce interest-bearing debt.
Valuation snapshot of Hainan Airport Holdings (30 June 2026) • Total assets: RMB13.76 billion • Net assets: RMB3.83 billion • 2025 net profit: RMB245.66 million
Duty-free franchise novation • Original contract: On 20 July 2026, subsidiary Sino-Singapore Airport awarded China Duty Free Group (CDFG) a franchise to run arrival (2026-2033) and departure (2028-2033) duty-free stores at Meilan Airport. • Change of operator: On 21 August 2026, CDFG, Sino-Singapore Airport and HNA Duty Free executed a tripartite novation; HNA Duty Free—49.9% owned by the listed company’s controlling shareholder—assumes all rights and obligations. • Fee structure: Monthly payment is the higher of (i) minimum guaranteed fees linked to retail area and (ii) sales-based commissions. Minimum guarantees are reset annually using international and regional passenger-flow changes at Terminal 2. • Annual caps: Aggregate franchise-fee caps range from RMB1.94 million (Aug–Dec 2026) to RMB37.61 million (2022 calendar year), with the contract terminating on 7 February 2033.
Regulatory & governance • Listing Rules triggers: – Disposal: Connected and discloseable transaction (highest percentage ratio >5% and <25%); subject to independent shareholders’ approval at an EGM. – Franchise: Continuing connected transaction (percentage ratio >0.1% and <5%); requires announcement and annual review but no shareholder vote. • Four directors linked to controlling shareholder Hainan Airport Infrastructure abstained from the board vote; an Independent Board Committee and Octal Capital have been appointed to advise minority shareholders. • A circular detailing the disposal will be dispatched on or before 11 September 2026, and the EGM will be convened for approval.
Strategic rationale Management views the stake sale as a move to streamline the group’s portfolio around its core Meilan Airport operations while strengthening its balance sheet. Retaining an 18.5% minority position preserves exposure to Hainan’s broader airport growth. The hand-over of duty-free operations to HNA Duty Free is expected to leverage the latter’s local experience and sustain passenger retail spending over a contract period aligned with industry practice.