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Supporting the listing of VOYAH, Dongfeng Group's top-level strategic move, with its stock price soaring by 70%

超电实验室2025-08-25 18:44
Advance by retreating

DFM Group's strategy of "retreating to advance" is truly brilliant.

Not long ago, DFM Group suddenly announced that its subsidiary, VOYAH, would list on the Hong Kong Stock Exchange through a "listing by introduction" and planned to distribute its shares in VOYAH to existing shareholders.

Meanwhile, DFM Group Co., Ltd. (the H-share listed entity holding non-core remaining businesses such as fuel vehicles and auto parts) will be absorbed and merged by its subsidiary, DFM Group (Wuhan) Investment Co., Ltd., to go private and delist from the Hong Kong Stock Exchange.

After a weekend of build - up, after the opening of the Hong Kong stock market, the share price of DFM Group Co., Ltd. soared straight up after resumption of trading, reaching HK$10.10 at one point during the session, soaring nearly 70%. As of press time, the closing price of its Hong Kong stocks was HK$9.2.

Well - known investment institution Citigroup also raised its target price for DFM Group from HK$6.20 to HK$10.34, with a rating of "Buy".

01 DFM Retreat

While the parent company "delists", the subsidiary goes public. It may seem a bit confusing, but it can actually be summarized as "independence of new - energy business + clearance of traditional business".

As for why such a move is made, it has been clearly stated in DFM Group's announcement. Simply put, the main reason is the long - term low valuation in the capital market.

Moreover, its market value has long been in a "below - book - value" state. As of July 31, 2025, the closing price of DFM Group was HK$4.74 per share, with a total market value of only HK$39.12 billion. The stock value was far lower than the net assets, corresponding to a price - to - book ratio of only about 0.24 times.

The price - to - book ratio often represents a reference indicator for the capital market to evaluate the future potential of a listed company. A long - term market value lower than the net asset level means that it has basically lost the financing function of the H - share listing platform.

In DFM Group's view, such a low valuation is by no means the real value of the enterprise itself.

Actually, this kind of valuation inversion phenomenon is not uncommon among traditional automakers, especially during the current painful period of the automotive industry's transformation to electrification.

In terms of sales volume, DFM has been restricted by the pain of industry transformation and the pressure of involution - style competition, and its sales volume has been declining for many years. From the peak of 4.27 million vehicles in 2016, it shrank to 2.48 million vehicles in 2024, a decrease of nearly 1.8 million vehicles.

According to the financial report of DFM for the first half of 2025 released not long ago, the cumulative sales volume was 823,900 vehicles, a year - on - year decline of 14.7%. Among them, the performance of joint - venture brands was particularly dismal. The cumulative sales volume of Dongfeng Nissan (including Dongfeng Infiniti and Venucia) decreased by 23.5% year - on - year to 252,800 vehicles, that of Dongfeng Honda decreased by 37.4% year - on - year to 149,000 vehicles, and that of Dongfeng Peugeot Citroën decreased by 28.3% year - on - year to 27,000 vehicles.

The pressure on sales volume is reflected in the financial performance, which is even more worrying. The performance report for the first half of 2025 shows that although the group's revenue reached 54.533 billion yuan, a year - on - year increase of 6.6%; the gross profit was 7.599 billion yuan, a year - on - year increase of 28.0%, but the net profit attributable to shareholders of the listed company was only 55 million yuan, a plunge of nearly 92% compared with 684 million yuan in the same period.

Judging from the overall performance, it is indeed not very stable. However, if we single out the new - energy vehicle business, the situation is completely different. In the first half of the year, the sales volume of DFM Group's new - energy vehicles was 204,400 vehicles, a year - on - year increase of more than 33%.

It is worth mentioning that behind the net profit of only 55 million yuan, the joint - venture segment had a net loss of 107 million yuan, and the net profit of associated enterprises was 161 million yuan. That is to say, the money earned by DFM's self - owned business was actually consumed by the larger - scale joint - venture segment.

Through such a comparison, it is not difficult to see that the previous large - scale and sluggish traditional joint - venture business has overshadowed the rapid development of the new - energy vehicle business.

In other words, the value of high - quality assets is not fully reflected in the overall valuation of DFM Group.

This unreasonable situation is bound to change.

Actually, before delisting, DFM was like a complex mixture of internal asset segments, with both traditional automobile business and new - energy vehicle business. The valuation logic was relatively complex, and it was difficult for the capital market to discover its investment value.

Moreover, for this reason, DFM Group is more often classified as a "traditional automaker", which brings two fatal problems. The low overall performance leads to a lower valuation, and the success of the new - energy business is also overshadowed.

Therefore, the new - energy business, which has more growth potential and can better represent future development, can break free from the shackles of the existing system and become a new value anchor for the company.

02 VOYAH Advance

Obviously, this heavy burden falls on VOYAH.

Let's first review DFM Group's operation this time. This transaction consists of two core links, namely "share distribution + absorption and merger".

First, in terms of share distribution, DFM Group Co., Ltd. will distribute its 79.67% stake in VOYAH to all shareholders according to their shareholding ratios and share categories. After the distribution is completed, VOYAH will be listed on the Hong Kong Stock Exchange through a "listing by introduction".

It is worth mentioning that "listing by introduction" is a special listing path that does not involve the issuance of new shares and does not raise funds. The core is that the enterprise only lists its issued existing shares on the stock exchange for trading, achieving a "transition from a non - public state to a publicly traded state". In essence, it is "listing and circulation" rather than "financing and listing", which is fundamentally different from an IPO that requires the issuance of new shares to raise funds.

Moreover, for VOYAH, its equity has been clearly distributed within the DFM Group system, and there is no need to issue new shares for financing. Therefore, it can skip processes such as the issuance of new shares, roadshows, and pricing, enabling VOYAH to obtain the status of listing on the Hong Kong Stock Exchange at a very fast speed.

In addition, in the absorption and merger link, DFM Group (Wuhan) Investment Co., Ltd., a wholly - owned domestic subsidiary of DFM, will act as the absorbing entity, pay the equity consideration to DFM Group Co., Ltd.'s controlling shareholder, DFM Group Co., Ltd., and pay the cash consideration to other shareholders, ultimately achieving 100% control of DFM Group Co., Ltd.

According to the repurchase plan, DFM's overall repurchase price is HK$10.85 per share, including HK$6.68 per share in cash and HK$4.17 per share in VOYAH equity consideration, totaling HK$10.85. At this price, it will buy all the shares held by small and medium - sized shareholders in the market.

Simply put, if you hold DFM's shares, after the resumption of trading, while losing one share of DFM, you will directly receive HK$6.68 in cash, which is higher than the price before the suspension of trading. At the same time, you will also get one share of VOYAH worth HK$4.17.

It should be noted that the two trading links are not in a "sequential relationship" but are carried out simultaneously.

For VOYAH to be successfully listed, DFM Group Co., Ltd. must delist. For DFM Group Co., Ltd. to delist, VOYAH must be successfully listed. Only when both sides are completed can the transaction be considered successful.

After the transaction is completed, VOYAH will replace DFM Group Co., Ltd. as the Hong Kong - listed company with overall listing of DFM's core business.

Why choose VOYAH?

On the one hand, within DFM, there has long been a plan to seek listing for VOYAH, and VOYAH has become one of the most valuable and growth - oriented high - quality assets under DFM.

As early as June 2021, VOYAH announced independent operation and launched an employee stock ownership plan at the same time. Since then, VOYAH has publicly discussed the possibility of an IPO several times. In 2023, Shen Jun, CFO of VOYAH, once said that if the monthly sales volume could reach about 10,000 vehicles, it would meet the listing conditions.

In terms of sales volume, in 2025, VOYAH has achieved monthly sales of over 10,000 vehicles for 5 consecutive months, and the pre - conditions for listing have been met.

In addition, VOYAH's performance has also started to improve. Its loss is gradually shrinking, and it has reached the critical point of turning losses into profits.

Financial report data shows that VOYAH's revenues in 2022, 2023, and 2024 were approximately 6.052 billion yuan, 12.749 billion yuan, and 19.361 billion yuan respectively, and the loss margin was getting smaller year by year, approximately - 1.538 billion yuan, - 1.496 billion yuan, and - 0.09 billion yuan respectively. It even achieved a single - quarter profit in the fourth quarter of 2024.

In the first 7 months of 2025, VOYAH's cumulative sales volume exceeded 68,000 vehicles, approaching the full - year sales volume in 2024. The net loss in the first half of the year has narrowed to 18 million yuan, approaching the break - even point.

VOYAH's rapid development has won the full support of DFM Group. This transaction is not simply a replacement of old and new businesses but also marks the beginning of DFM's reform.

A new and competitive VOYAH is coming.

This article is from the WeChat official account “SuperEV - Lab” (ID: SuperEV - Lab), author: Wang Lei. Republished by 36Kr with permission.