According to Sing Tao Global Network, Voyah has been quite busy recently, with the accelerated launch of its high-end product matrix and key challenges in the capital market.
On November 18, Voyah launched its new flagship SUV &#34;Voyah Taishan,&#34; targeting the luxury SUV market at the RMB 400,000 level; at the same time, the new flagship MPV &#34;Voyah Dreamer&#34; was officially launched at the Guangzhou Auto Show, priced at RMB 709,900. These two flagship models together form an important force in Voyah's high-end strategy.
At the same time, its capital journey has reached a critical point of regulatory inquiry. On November 21, the China Securities Regulatory Commission (CSRC) announced the requirements for supplementary materials for overseas issuance and listing, in which Voyah was explicitly asked to provide additional explanations regarding &#34;whether the shareholders of Dongfeng Group have cash options&#34; and &#34;the source of funds involved in cash payments,&#34; which must be verified by a lawyer with clear legal opinions.
As the core vehicle for Dongfeng Group's &#34;Hong Kong stock privatization delisting + spin-off listing&#34; capital operation, Voyah officially submitted its Hong Kong IPO prospectus on October 2, adopting a listing by introduction (i.e., not issuing new shares or raising funds) model. This &#34;parent delisting, child listing&#34; approach has been interpreted as an innovative plan for central enterprises to spin off their new energy businesses for listing. Now, this plan has entered a stage of in-depth regulatory review due to core concerns regarding shareholder rights protection and compliance with state-owned assets.
CSRC's Inquiry: Cash Options and Billions in Funding Sources Become the Focus
This inquiry focusing on cash options not only directly relates to the progress of Voyah's IPO but also serves as a typical example for examining the boundaries of capital innovation in the spin-off listings of central enterprises. As of the time of publication, Voyah has not responded to Sing Tao's inquiries regarding the CSRC's questions and subsequent arrangements.
The path for Voyah's spin-off listing began on August 22 this year when its parent company Dongfeng Group (0489) disclosed a &#34;share distribution + absorption merger&#34; privatization plan.
This plan deeply binds the delisting of Dongfeng Group with the listing of Voyah. Under this plan, Dongfeng Group will distribute its 79.6691% stake in Voyah to all shareholders based on its shareholding ratio, and after the distribution is completed, Voyah will apply for H-share listing by introduction; at the same time, Dongfeng Motor Group (Wuhan) Investment Co., Ltd. will act as the absorbing merger entity, acquiring the independent H-shares of Dongfeng Group in cash, while the latter simultaneously applies for delisting.
The specific transaction price is set at RMB 10.85 per share, with a cash portion of RMB 6.68 and an equity consideration for Voyah of RMB 4.17. This price represents a significant premium compared to Dongfeng Group's share price before suspension, leading to a surge of over 54% on the first day of trading after resumption on August 25.
Bank of China International pointed out in its research report that this model is expected to achieve a &#34;win-win for multiple parties,&#34; addressing the long-term undervaluation of Dongfeng Group's share price and the weakening of its financing function, while also providing shareholders with dual options for cash exit and sharing in the growth of the new energy sector. At the same time, this will help Voyah complete its listing with lower costs and faster execution speed, broadening its subsequent financing channels
According to the announcement, this privatization involves 2.198 billion independent H shares, corresponding to a total cash consideration of approximately 14.683 billion yuan. The funding sources mainly come from Dongfeng Motor and its subsidiaries' internal funds, as well as external loans provided by China Merchants Bank.
More than a month after Aito submitted its Hong Kong IPO prospectus on October 2, the China Securities Regulatory Commission's supplementary material requirements directly pointed to the core details of this privatization plan: on one hand, it is necessary to verify the cash option situation of Dongfeng Motor to ensure compliance with domestic and foreign regulatory rules; on the other hand, it focuses on the funding sources of the cash consideration exceeding 10 billion yuan, clarifying the isolation of funds from Aito, which directly relates to Aito's compliance baseline as an independent listed entity.
Market analysis indicates that the regulatory authorities, through a penetrating review of funding sources, essentially delineate the risk isolation boundary between Aito and Dongfeng, ensuring that it enters the capital market as an &#34;independent new energy vehicle company,&#34; avoiding compliance risks such as related party fund occupation.
In addition, the CSRC also requires Aito to provide supplementary explanations regarding the compliance of shareholder contributions, the state-owned asset management procedures followed for equity changes, and the scale of user information collection and storage, as well as the compliance of data usage.
Business Growth and Profit Quality: Is the 39.3 billion yuan valuation foundation solid?
As the H-share platform for the overall listing of Dongfeng Motor's core business, Dongfeng Group has recently been affected by industry transformation and intensified market competition, resulting in overall performance falling short of expectations. Data shows that from 2020 to 2024, the company's revenue decreased from 107.96 billion yuan to 106.2 billion yuan; profit performance has been particularly weak, with a net loss of 4 billion yuan in 2023 and a net profit attributable to the parent company of only 60 million yuan in 2024.
Aito was established in 2021 as the high-end new energy core brand under Dongfeng Group, achieving leapfrog growth in revenue scale. From 2022 to 2024, the company's revenue surged from 6.05 billion yuan to 19.36 billion yuan, with a compound annual growth rate of 78.9%. This growth rate not only far exceeds the overall level of the new energy vehicle industry during the same period but also supports the achievement of quarterly profitability for the first time in the fourth quarter of 2024. In the first seven months of 2025, the company's revenue reached 15.781 billion yuan, with a net profit of 434 million yuan.
The high growth in revenue scale is mainly driven by both sales volume and product strength. From 2022 to 2024, Aito's sales increased from 19,400 units to 80,100 units, with a compound annual growth rate of 103.2%, ranking among the top three in sales growth for high-end energy brands in China. In the first seven months of 2025, sales reached 66,700 units.
At the same time, Aito's gross margin has continuously optimized from 8.3% in 2022 to 21.0% in 2024, further improving to 21.3% in the first seven months of 2025, placing it among the industry leaders and forming a positive cycle of &#34;sales expansion - scale effect - gross margin improvement.&#34;
Morgan Stanley pointed out in a recent research report that Voyah's average selling price per vehicle in the first seven months of 2025 increased by about 1% compared to 2024, which is better than the firm's expectation of a 5% decline for the entire year. During the same period, the gross profit margin also remained at a high level within the industry. At the same time, Voyah's overall R&amp;D investment is lower than its peers, with R&amp;D expenses of RMB 637 million in the first seven months, accounting for 4.0% of the same period's revenue, partly benefiting from the basic R&amp;D completed by its parent company, reducing duplicate investments.
However, the firm noted that Voyah achieved short-term profitability in the first seven months despite monthly sales not reaching 10,000 units, mainly benefiting from government subsidies of RMB 642 million. After capitalizing expenses and tax adjustments, it is estimated that Voyah's net loss during the same period was about RMB 2 billion.
As of the end of October 2025, Voyah's cumulative sales reached 112,600 units, a year-on-year increase of 90.7%. With the dual effects of scale and gross profit margin optimization, the company's self-profitability may see improvement, which is expected to influence the capital market's valuation judgment of it.
According to DONGFENG GROUP's disclosure, based on the completed restructuring of the equity structure and a total share capital of 3.68 billion shares, the estimated value of Voyah on the valuation benchmark date ranges from RMB 36.786 billion to RMB 41.884 billion, with a median of RMB 39.335 billion. Whether the valuation can stabilize within this range after listing will still depend on Voyah's ability to continuously deliver growth and improve profit quality.
Sing Tao Trainee Reporter Zhong Kai, Guangzhou Report

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Voyah plans to introduce its listing in Hong Kong, and its parent company Dongfeng Group has been privatized. Recently, Voyah launched new flagship SUVs and MPVs to promote its high-end process. The China Securities Regulatory Commission requires Voyah to provide additional explanations regarding the cash options and funding sources of Dongfeng Group's shareholders, which must be verified by lawyers. Voyah's listing path involves the privatization of Dongfeng Group and a spin-off listing, facing in-depth regulatory scrutiny

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DONGFENG GROUP

Voyah plans to introduce its listing in Hong Kong. Its parent company Dongfeng has already been privatized, and financial independence has become the key to approval