Gongda Keya's second shareholder plans to liquidate holdings worth 260 million yuan; all three fundraising projects are delayed, with one project only investing 100k yuan

Yangtze Business News reports that Gongda Keya (301197.SZ), which is suffering losses, is being abandoned by its shareholders.

On the evening of March 31, Gongda Keya issued a notice stating that its shareholder China System, holding more than 5% of the shares, plans to transfer 12.71M shares of the company through a public solicitation, accounting for about 10.54% of the company’s total share capital. After this transfer, China System will no longer hold any shares of the company.

Data shows that China System is the second-largest shareholder of Gongda Keya, and this plan is to “liquidate” its holdings in the listed company.

As of the close on March 31, Gongda Keya’s stock price reached 20.63 yuan per share, with China System’s shareholding market value exceeding 260 million yuan.

In terms of performance, in the first three quarters of 2025, Gongda Keya achieved operating revenue of 136 million yuan, a year-on-year increase of 7.98%; net profit attributable to the parent was -21.5779 million yuan, down 207.45% year-on-year.

Yangtze Business News found that, according to previous incentive plans, Gongda Keya is unlikely to meet its revenue targets for 2025.

Moreover, the reporter also discovered that all three major fundraising projects of Gongda Keya have been delayed, and the “Smart Heating Application Platform Upgrade and Key Product Industrialization Project” had only 0.03% of its investment progress by the end of the first half of 2025.

Second shareholder planning to “liquidate” holdings amid losses

Amid losses, key shareholders of Gongda Keya are planning to transfer their shares.

On the evening of March 31, Gongda Keya announced that its shareholder China System, holding over 5% of the shares, plans to transfer 12.71M shares via a public solicitation, representing about 10.54% of the total share capital, and 11.03% after excluding shares held in the company’s repurchase account. After this transfer, China System will no longer hold any shares.

Data shows that China System is the second-largest shareholder, and this plan is to “liquidate” its holdings.

As of the close on March 31, the stock price was 20.63 yuan per share, with a market value of over 260 million yuan.

The announcement also reminds that this public solicitation transfer still requires approval from the competent state-owned assets supervision authority and approval from the shareholders’ meeting of Sanda Shares, the controlling shareholder of China System. The approval status and timing are uncertain, as is whether the shareholders’ meeting will approve it.

Gongda Keya specializes in the research, development, promotion, and application of energy-saving heating products and related technical services, providing comprehensive smart heating solutions as an integrated information system service provider.

Data shows that Gongda Keya’s main business involves the intersection of new-generation information technologies such as big data and the Internet of Things with traditional heating operation technologies, mainly including smart heating solutions and smart heating services.

However, currently, Gongda Keya’s performance is not ideal.

In the first three quarters of 2025, it achieved revenue of 136 million yuan, up 7.98%; net profit attributable to the parent was -21.5779 million yuan, down 207.45%; and net profit excluding non-recurring gains and losses was -34.7034 million yuan, down 89%.

In August 2024, Gongda Keya released a draft of its 2024 restricted stock incentive plan, which stipulates that the assessment period for the incentive targets is from 2024 to 2026. The target for 2024 is a revenue growth rate of no less than 15% compared to 2023, with a trigger point of no less than 10%; for 2025, the target is at least 38% growth, with a trigger point of at least 26.5%; and for 2026, the target is at least 65.6%, with a trigger point of at least 45.48%.

In 2023, Gongda Keya achieved revenue of 358 million yuan, a 14.54% increase. In 2024, revenue reached 395 million yuan, up 10.49%, meeting the trigger point.

According to the incentive plan, Gongda Keya’s revenue target for 2025 is about 494 million yuan, an increase of approximately 25% over 2024; the trigger point is about 453 million yuan, an increase of about 15%.

Clearly, in the first three quarters of 2025, Gongda Keya’s revenue growth rate is below both the target and trigger levels, making it difficult to meet the full-year incentive plan.

Only 100k yuan invested in a fundraising project

Amid poor performance, Gongda Keya’s fundraising projects are also delayed.

When Gongda Keya went public in August 2022, it planned to raise 590 million yuan, but actually raised 768 million yuan. The company planned to invest 225 million yuan in the “Smart Heating Application Platform Upgrade and Key Product Industrialization Project,” 155 million yuan in the “R&D Center Construction Project,” 100k yuan in the “Marketing and Operations Network System Upgrade Project,” and 120 million yuan to supplement working capital.

In January 2024, Gongda Keya announced that the “Marketing and Operations Network System Upgrade Project” scheduled to be operational from February 2024 was postponed to February 2025.

In January 2025, it further announced that this project would be delayed until February 2026.

In April 2025, Gongda Keya announced that, to ensure the comprehensive and steady progress of the projects and the rational, effective use of raised funds, the total investment in the “Smart Heating Application Platform Upgrade and Key Product Industrialization Project” was increased from 225 million yuan to 306 million yuan, with internal investment structure optimized. The additional amount will be covered by excess funds (including interest and cash management income) and self-raised funds. The expected date for the project to be operational was extended from June 2026 to December 2027.

At the same time, the “R&D Center Construction Project” was also delayed, from October 2025 to August 2026.

The 2025 semi-annual report shows that, as of the end of the first half of 2025, the investment in the “Smart Heating Application Platform Upgrade and Key Product Industrialization Project” was only 100k yuan, with a progress of 0.03%; the “R&D Center Construction Project” had invested 120 million yuan, with a progress of 59.2%; and the “Marketing and Operations Network System Upgrade” had invested 56.6869 million yuan, with a progress of 63.09%.

Overall, all three major fundraising projects have been delayed, and the “Smart Heating Application Platform Upgrade and Key Product Industrialization Project” has yet to start construction.

On March 2, 2026, Gongda Keya announced that the “Marketing and Operations Network System Upgrade Construction Project” had reached the planned usable state, and the company planned to use 23.6532 million yuan of remaining raised funds (final amount subject to actual balance in the fundraising account) to permanently supplement working capital.

Gongda Keya explained that the assets committed for the raised funds in this project totaled 89.8494 million yuan, with a cumulative investment of 68.9567 million yuan as of February 26.

The announcement also showed that the total investment in the “Smart Heating Application Platform Upgrade and Key Product Industrialization Project” and the “R&D Center Construction Project” after adjustments are 291 million yuan and 204 million yuan, respectively.

An industry insider told Yangtze Business News that during project planning, if Gongda Keya’s management did not conduct sufficient research on market demand, technological development trends, and project implementation difficulties, it could lead to overly high or unreasonable target setting, which might cause delays when difficulties are encountered during implementation.