Bushen Shares Changes Control: YanFeng Digital Plans to Take Over with 300 Million Yuan: No Plans for Restructuring, Listing, or Injection of Related Party Assets Within 3 Years

Everyday Reporter | Wen Duo Everyday Editor | Liao Dan

On March 20, 2026, *ST Bosen (SZ002569, hereinafter referred to as Bosen Co., Ltd.) experienced a major change in control.

The company’s controlling shareholder, Baoji Fangwei Tongchuang Enterprise Management Partnership (Limited Partnership) (hereinafter referred to as Fangwei Tongchuang), signed a “Share Transfer Agreement” with Guangzhou Yanfeng Digital Technology Co., Ltd. (hereinafter referred to as Yanfeng Digital). Yanfeng Digital plans to acquire 14.81% of the listed company’s shares for approximately 302 million yuan.

After the transaction is completed, Yanfeng Digital will become the company’s controlling shareholder, and its actual controller, Wang Bo, will become the new actual controller of Bosen Co.

Whether this change in control can bring a turning point to this men’s clothing company, which has been continuously losing money and faces delisting risk, has become the focus of market attention.

What is Yanfeng Digital’s background?

According to the announcement released by Bosen Co. on the evening of March 20, the company’s controlling shareholder, Fangwei Tongchuang, has officially signed a share transfer agreement with Yanfeng Digital. Fangwei Tongchuang plans to transfer 21,333,800 shares of the company to Yanfeng Digital through an agreement transfer.

The total consideration for this transaction is 301.575 million yuan, with the corresponding unit price of the shares approximately 14.136 yuan per share.

Previously, the company’s stock was suspended from trading starting from the opening of the market on March 16, 2026, with an initial plan to suspend trading for no more than two trading days. Later, due to ongoing negotiations on the overall plan, the suspension was extended. The latest announcement shows that the stock will resume trading on March 23, 2026 (Monday).

Yanfeng Digital, as the counterparty in this transaction, appears to have certain financial strength based on the transaction consideration of 302 million yuan. However, the announcement provides limited details about Yanfeng Digital’s specific business scope, operational status, or shareholder structure.

According to Tianyancha, Yanfeng Digital was established in August last year with a registered capital of 56.1867 million yuan, and its business scope is software development.

The change of control at Bosen Co. is not the first. On June 14, 2024, Fangwei Tongchuang acquired the company’s shares for 162 million yuan, becoming the controlling shareholder.

Subsequently, due to Bosen Co. appointing Qin Benping, former chairman and general manager of Shaanxi Xifeng Liquor Co., Ltd., to the company, there was widespread speculation about a possible “Xifeng Liquor backdoor listing,” which the company repeatedly denied.

It is worth noting that Fangwei Tongchuang also attempted capital operations. In September 2025, the listed company announced plans to cash out 35% of the equity of Shaanxi Bosen Apparel Intelligent Manufacturing Co., Ltd. to optimize asset structure, improve cash flow, and focus resources on core businesses. However, three months later, on the evening of December 12, the company announced that the major asset restructuring was terminated after parties failed to reach consensus on key terms such as transaction price and plan.

Now, less than two years after the state-owned assets took control, Fangwei Tongchuang has chosen to exit, transferring control to Yanfeng Digital.

No plans for restructuring, listing, or related-party asset injection within three years

As a former top-tier brand in China’s men’s clothing industry, Bosen has faced ongoing operational pressure in recent years.

Financial data shows that from 2022 to 2024, Bosen’s revenue declined from 155 million yuan to 132 million yuan annually, with net profit attributable to the parent company suffering losses for three consecutive years.

In the first three quarters of 2025, Bosen achieved revenue of 88.99 million yuan, with a net loss of 5.66 million yuan attributable to the parent.

The company’s 2025 performance forecast indicates that the full-year revenue will be between 120 million and 170 million yuan, compared to 132 million yuan in the same period last year. The net profit attributable to the parent is expected to be a loss of 9 million to 13 million yuan, compared to a loss of over 50 million yuan in the same period last year.

Although the company expects to turn losses into profits, its revenue after deductions remains below the delisting “red line” of 300 million yuan.

According to Article 9.3.1 of the Shenzhen Stock Exchange Stock Listing Rules, if a listed company reports “a negative profit total, net profit, or net profit after deducting non-recurring gains and losses in the most recent audited fiscal year, and the net profit after deducting non-recurring gains and losses is negative, and the revenue is below 300 million yuan,” the company’s stock trading has been subject to a “delisting risk warning” based on the 2024 audit report. Additionally, because the company has “negative net profit in the last three fiscal years before and after deducting non-recurring gains and losses, and the latest year’s audit report shows ongoing operational uncertainty,” the stock continues to be under “other risk warning.”

If the audited indicators for 2025 meet the conditions specified in Article 9.3.12 of the Shenzhen Stock Exchange Stock Listing Rules, the company’s stock will be delisted.

Regarding the arrangement after Yanfeng Digital’s takeover, Wang Bo and Yanfeng Digital promised: “After the completion of this control change, there are no clear plans within the next 12 months to sell, merge, or jointly invest or cooperate with other parties regarding the assets and business of the listed company and its subsidiaries (except for the reason triggered by Bosen’s reduction of registered capital in Shaanxi). There are also no clear plans to acquire or exchange major assets through the listed company. Within 36 months after this equity change, there are no plans or arrangements for restructuring or injecting related-party assets through the listed company.”

The listed company also stated that, given its current small net assets and difficulty in acquiring major assets, it will continue to strengthen and expand its existing business to ensure that the main operations remain stable.