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东风、长安两大汽车央企合并:规模很大,难题更多

2025-02-12

  进入读秒阶段的中国车市淘汰赛迫使面临生存危机的汽车企业开始寻求抱团取暖,即使是曾经依靠合资汽车品牌高枕无忧的汽车央企也在筹谋合并重组,以放大规模优势,提升经营效率。

  日前,东风汽车集团和中国兵器装备集团旗下多家上市公司同时发布公告,母公司正在与其他国资央企集团筹划重组事项,可能导致间接控股股东发生变更,但不会导致实际控制人发生变更。

  此消息被视作酝酿多时的汽车央企整合即将启动的前哨。国内三家汽车央企分别为一汽集团、东风集团以及隶属于兵装集团的长安汽车。由于一汽集团旗下上市公司没有发布类似公告,业内猜测此次汽车业务重组仅涉及东风集团和长安汽车。

  近两年来,吉利、长城、上汽等多家民企和地方国企已经着手在企业内部实施品牌整合和供应链统一,而东风和长安的整合标志着汽车领域企业与企业之间兼并的开始

  市场消息称,东风和长安以及兵装旗下其他汽车业务重组后,将合并形成全新汽车集团。相关运作良好的汽车品牌会保留,但是不会再有东风和长安两大汽车集团的存在。

两大汽车央企合并:规模很大,难题更多

  2024年,东风汽车集团和长安汽车总销量分别为248万辆和268.3万辆。合并完成后,中国车市将诞生一家年销量规模超过500万辆的汽车巨头。仅以销量计算,新企业将超过比亚迪,一跃成为国内第一大汽车集团。

  多位汽车业人士向界面新闻表示,他们对两家公司有望深度重组的消息并不意外,但认为这一决策来得突然。有媒体报道称,此次汽车产业重大重组决策时间不会超过一个月。

  今年1月,国资委企业改革局局长林庆苗在国新办发布会上称,国资委将以中央企业重组整合为抓手,深入推进国有经济布局优化和结构调整,并提到要向前瞻性战略性新兴产业集中。汽车行业不过是近两年国资并购重组热潮下的新注脚。

  或为铺垫此次重组,三大央企高层经历了人事互换和调整。现任东风汽车集团董事、总经理周治平在三大汽车央企均有任职经历,并曾在兵装集团长期任职,对长安汽车业务熟悉;去年7月担任一汽集团副总经理的陈彬过去一直在东风汽车集团工作。

  另外,2025年1月,长安汽车总裁王俊升任兵装集团副总经理。一位业内人士向界面新闻表示,这或为王俊在重组后汽车集团任职做准备,“至少行政职级上要与东风集团高层相匹配”。

  一个可能性猜测是,一汽或将在东风和长安完成整合后再加入。资深汽车行业分析师梅松林指出,同时三家央企合并操作难度系数过大。国资委分两步走可以利用先前整合经验,少走弯路

  但是,中国汽车流通协会专家委员会专家委员李颜伟向界面新闻称,一汽位居东北,承担东北振兴的任务;另一方面,相比长安汽车和东风集团,一汽没有明显的短板,在新能源汽车强势崛起下销量依然稳健,有独立发展抵御市场冲击的韧性。

  在电动化和智能化浪潮席卷的当下,未能及时做出调整的传统汽车企业市场份额急剧缩减。去年两会期间,国资委主任张玉卓直接喊话三大汽车央企,称其在新能源汽车领域发展还不够快,不如特斯拉,不如比亚迪”。

  东风集团和长安汽车发布的2024半年报数据显示,两家企业的盈利能力均出现了显著下滑。东风集团归母净利润仅为6.84亿元,同比接近“腰斩”;长安汽车同比大幅下滑六成至28.32亿元。

  梅松林向界面新闻表示,过去这两家汽车央企在合资品牌加持下,均在稳定的燃油车市场里位居前列,但新能源汽车时代的全新竞争环境使其开始面临生存危机,销量和利润均遭受挑战。

  “深度整合能够放大两家央企的规模优势,降低成本和提升经营效率。”梅松林说,两家央企互补性较强,可以在内部选择最好的平台、供应链和研发工程人员,让优质资源得到充分利用。

  商汤绝影CFO、前奥纬咨询董事合伙人张君毅补充认为,两家合并或能集中优势资源攻克企业发展核心问题,避免重复投资,防止内部自我竞争带来的损耗,也能更好地与规模优势突出的比亚迪、吉利等民企相竞争。

  考虑到国资委过往推进专业化重组整合的力度以及想要整合优势资源的决心,多位分析人士向界面新闻表示,此次东风集团和长安汽车的重组大概率不是简单的股权交换,各自仍保持独立运作,而是会在内部深入融合

  由于此前没有过如此大规模的汽车央企合并经验,东风集团和长安汽车只能摸着石头过河,重组难度系数不低。另从汽车业企业发展历史来看,顺利实现两家大规模企业合并的成功先例也相当少见。如雷诺与日产的合并以及近期本田和日产的重组,最终都不欢而散。

  国内三家汽车央企曾在业务层面展开合作,但结果难言成功。2019年,三家汽车央企与阿里巴巴等公司签订合资协议,成立网约车平台公司T3出行;2020年,三家又与南京市江宁区共同出资组建中汽创智,开发前瞻性技术。这两家公司没有在市场上占据领先位置。

  梅松林认为,东风集团和长安汽车重组的最大挑战是组织结构的优化,要在两家诸多定位类似的品牌、供应商、工厂、经销商中择优选择,并妥善处理人员安置问题。

  东风集团旗下自主乘用车品牌包括猛士、岚图、奕派、风神、纳米、风行;长安汽车则拥有启源、深蓝和阿维塔三个乘用车品牌。其中,两家投入重资扶持的岚图和阿维塔均与华为合作,竞争高端新能源车市场;奕派又和启源在小型车价格段存在明显重叠。

  在数十年独立发展中,两大汽车公司还各自发展形成了完备的供应链体系,涉及动力、电池、底盘等多个领域。如何将两大集团业务梳理清楚,并达成协同发展的目的将是合并后的重中之重。

  另一方面,张君毅向界面新闻指出,东风集团和长安汽车合并,其上市母公司及附属子公司可能因业务重叠还将面临同业竞争问题。若未妥善处理,存在证监会问询、行政处罚或重组方案被否的可能。

  由于东风集团在行政级别高于长安汽车,部分观点认为东风集团将在此次重组后的领导班子中占据主导。但尴尬的是,在需要整合的自主品牌业务上,长安汽车当前发展优于东风集团。而由相对弱势企业主导整合强势公司,最终效果或要打一个问号。

  根据李颜伟向界面新闻提供的数据显示,2024年长安汽车自主品牌份额占公司总销量78。%,而东风集团主要依靠合资品牌,其自主品牌销量占比不到20%。并且,在新能源汽车销量占比上,长安汽车新能源车销量占比上升至40%以上,东风集团仅约为22%。

  “东风集团和长安汽车重组,有望补齐在自主品牌和新能源车型上的短板。然而,市场担忧东风集团在发展自主品牌时存在的战略规划不当和执行力不足的问题,若带到新企业,可能导致双输的局面。”李颜伟向界面新闻表示。

  二级市场的股价走势反映了这一隐忧。在两家企业或将重组消息传出后,东风系企业股价一字涨停,而长安汽车股价在短暂上涨后又最终回落,反响较为平淡。

  此外,东风集团和长安汽车均有自身问题尚未得到解决,整合一定程度上将增加管理复杂性,反而可能导致内部资源的分散和内耗。新企业需要一位强有力的领导人,有魄力和决断力理顺积弊。

  李颜伟告诉界面新闻,想要摆脱竞争劣势,新企业的核心仍是找准产品方向,明确自身的护城河。与此同时,还需要建立一套兼容并包、开放有活力的人才管理机制。

  依据梅松林的推测,今年东风集团和长安汽车能够顺利完成新企业组织架构的梳理即是迈出了第一步,业务层面的整合还要更漫长的时间推进。

  值得注意的是,如果东风集团和长安汽车重组成功,将在业内形成示范效应,带动更多企业的寻求重组合作。在行业淘汰赛的危机当下,中小企业的生存空间被无限压缩,规模壮大是企业能够做强做优第一步。

  咨询公司麦肯锡的数据显示,中国车市集中度正逐步提高,销量在60万辆以上的品牌从2020年的11个增至2024年的13个,这是依靠吸收弱势品牌的市场份额而实现。不具备规模优势的弱势品牌数量正在减少。

  长安汽车董事长朱华荣曾公开表示, 未来三年内,中国市场或有70%的品牌面临“关停并转”;华为车BU董事长余承东认为,未来中国汽车市场的主要玩家可能小于等于5家 。

  就东风集团和长安汽车重组的消息,东风汽车回复界面新闻表示,目前暂无进一步信息,按照集团统一步骤来操作。长安汽车回复称,以公告为主。


The elimination round of the Chinese auto market, which has entered the second reading stage, has forced car companies facing survival crises to seek unity and warmth. Even state-owned car companies that once relied on joint venture car brands to rest assured are planning mergers and reorganizations to scale up their advantages and improve operational efficiency.

Recently, Dongfeng Motor Group and several listed companies under China Ordnance Equipment Group simultaneously announced that their parent companies are planning a restructuring with other state-owned and central enterprise groups, which may lead to a change in indirect controlling shareholders but will not result in a change in actual controllers.

This news is seen as the prelude to the long-awaited integration of central automobile enterprises. The three domestic state-owned automobile enterprises are FAW Group, Dongfeng Group, and Changan Automobile, which is affiliated with the Ordnance Group. Due to the lack of similar announcements from listed companies under FAW Group, the industry speculates that this automotive business restructuring only involves Dongfeng Group and Changan Automobile.

In the past two years, several private and local state-owned enterprises such as Geely, Great Wall Motors, and SAIC have begun to implement brand integration and supply chain unification within their companies. The integration of Dongfeng and Changan marks the beginning of mergers and acquisitions between enterprises in the automotive industry.

According to market news, Dongfeng and Changan, as well as other automotive businesses under the Ordnance Group, will merge to form a new automotive group. Well functioning car brands will be retained, but there will no longer be the presence of the two major car groups, Dongfeng and Changan.
Merger of two major state-owned automobile enterprises: Large scale, more challenges

In 2024, the total sales of Dongfeng Motor Group and Changan Automobile were 2.48 million and 2.683 million vehicles, respectively. After the merger is completed, a car giant with an annual sales volume of over 5 million vehicles will emerge in the Chinese automotive market. Based solely on sales volume, the new enterprise will surpass BYD and become the largest automobile group in China.

Several automotive industry insiders told Interface News that they were not surprised by the news that the two companies are expected to undergo a deep restructuring, but believed that this decision came suddenly. According to media reports, the decision for the major restructuring of the automotive industry will not exceed one month.

In January of this year, Lin Qingmiao, Director of the Enterprise Reform Bureau of the State owned Assets Supervision and Administration Commission, stated at the press conference of the State Council Information Office that the State owned Assets Supervision and Administration Commission will take the restructuring and integration of central enterprises as the starting point to deepen the optimization of the layout and structural adjustment of the state-owned economy, and mentioned the need to concentrate on forward-looking strategic emerging industries. The automotive industry is just a new footnote in the wave of state-owned mergers and acquisitions in the past two years.

Or to prepare for this restructuring, the top executives of the three major central enterprises have undergone personnel exchanges and adjustments. Zhou Zhiping, the current director and general manager of Dongfeng Motor Group, has served in three major state-owned automobile enterprises and has had a long-term tenure in the Ordnance Group, making him familiar with the business of Changan Automobile; Chen Bin, who became the Vice General Manager of FAW Group in July last year, has been working at Dongfeng Motor Group in the past.

In addition, in January 2025, Wang Jun, President of Changan Automobile, was promoted to Deputy General Manager of the Ordnance Group. An industry insider told Interface News that this may prepare Wang Jun for his position in the restructured automotive group, "at least in terms of administrative rank, he should match the senior management of Dongfeng Group".

One possible speculation is that FAW may join after the integration of Dongfeng and Changan is completed. Senior automotive industry analyst Mei Songlin pointed out that the difficulty of merging three central enterprises at the same time is too high. The State owned Assets Supervision and Administration Commission can take two steps to utilize its previous integration experience and avoid detours.

However, Li Yanwei, an expert member of the Expert Committee of the China Automobile Dealers Association, told Jiemian News that FAW is located in Northeast China and undertakes the task of revitalizing the region; On the other hand, compared to Changan Automobile and Dongfeng Group, FAW has no obvious shortcomings. Despite the strong rise of new energy vehicles, its sales remain stable and it has the resilience to independently develop and resist market shocks.

In the current wave of electrification and intelligence, traditional automotive companies that have not made timely adjustments have seen a sharp decline in market share. During last year's Two Sessions, Zhang Yuzhuo, director of the State owned Assets Supervision and Administration Commission, directly called on the three major state-owned automobile enterprises, stating that their development in the field of new energy vehicles is not fast enough, not as good as Tesla or BYD.

According to the 2024 semi annual report data released by Dongfeng Group and Changan Automobile, both companies have experienced a significant decline in profitability. Dongfeng Group's net profit attributable to its parent company was only 684 million yuan, nearly halved year-on-year; Changan Automobile saw a significant year-on-year decline of 60% to 2.832 billion yuan.

Mei Songlin told Jiemian News that in the past, these two state-owned automobile companies, with the support of joint venture brands, were both at the forefront of the stable fuel vehicle market. However, the new competitive environment in the era of new energy vehicles has put them in a crisis of survival, with both sales and profits facing challenges.

Deep integration can amplify the scale advantages of two central enterprises, reduce costs, and improve operational efficiency, "said Mei Songlin. The two central enterprises have strong complementarity and can choose the best platforms, supply chains, and R&D engineering personnel internally, allowing high-quality resources to be fully utilized.

Zhang Junyi, CFO of Shangtang Jueying and former Managing Partner of Aowei Consulting, added that the merger of the two companies may be able to concentrate advantageous resources to tackle the core issues of enterprise development, avoid duplicate investments, prevent losses caused by internal self competition, and better compete with private enterprises such as BYD and Geely that have outstanding scale advantages.

Considering the previous efforts of the State owned Assets Supervision and Administration Commission to promote professional restructuring and integration, as well as its determination to integrate advantageous resources, multiple analysts told Interface News that the restructuring of Dongfeng Group and Changan Automobile is likely not a simple equity exchange, and they will continue to operate independently, but will deeply integrate internally.

Due to the lack of experience in such a large-scale merger of state-owned automobile enterprises before, Dongfeng Group and Changan Automobile can only cross the river by feeling the stones, and the difficulty of restructuring is not low. From the perspective of the development history of the automotive industry, there are also quite few successful precedents of successfully merging two large-scale enterprises. The merger of Renault and Nissan, as well as the recent restructuring of Honda and Nissan, ultimately came to an unhappy end.

Three domestic automobile state-owned enterprises have cooperated at the business level, but the results are difficult to say successful. In 2019, three state-owned automobile companies signed a joint venture agreement with Alibaba and other companies to establish the ride hailing platform company T3 Chuxing; In 2020, the three companies jointly invested with Jiangning District of Nanjing City to establish Zhongqi Chuangzhi and develop forward-looking technologies. These two companies do not have a leading position in the market.

Mei Songlin believes that the biggest challenge in the restructuring of Dongfeng Group and Changan Automobile is the optimization of organizational structure. It is necessary to select the best among the two brands, suppliers, factories, and dealers with similar positioning, and handle personnel placement issues properly.

Dongfeng Group's independent passenger car brands include Mengshi, Lantu, Yipai, Fengshen, Nano, and Fengxing; Changan Automobile has three passenger car brands: Qiyuan, Shenlan, and Avita. Among them, two heavily invested companies, Lantu and Avita, have both partnered with Huawei to compete in the high-end new energy vehicle market; There is a clear overlap between Yipai and Qiyuan in the price range of small cars.

In decades of independent development, the two major automobile companies have also developed their own complete supply chain systems, involving multiple fields such as power, batteries, chassis, etc. How to clarify the business of the two major groups and achieve coordinated development will be the top priority after the merger.

On the other hand, Zhang Junyi pointed out to Jiemian News that the merger of Dongfeng Group and Changan Automobile may lead to industry competition issues for its listed parent company and subsidiary companies due to business overlap. If not handled properly, there is a possibility of inquiries from the China Securities Regulatory Commission, administrative penalties, or rejection of restructuring plans.

Due to Dongfeng Group's higher administrative level than Changan Automobile, some opinions believe that Dongfeng Group will dominate the leadership team after this restructuring. But awkwardly, in terms of integrating independent brand businesses, Changan Automobile is currently developing better than Dongfeng Group. And the integration of strong companies led by relatively weak enterprises may have a question mark on the ultimate effect.

According to data provided by Li Yanwei to Jiemian News, in 2024, Changan Automobile's domestic brand share accounted for 78% of the company's total sales, Dongfeng Group mainly relies on joint venture brands, with its own brand sales accounting for less than 20%. Moreover, in terms of the proportion of new energy vehicle sales, Changan Automobile's new energy vehicle sales have risen to over 40%, while Dongfeng Group's is only about 22%.

The restructuring of Dongfeng Group and Changan Automobile is expected to make up for the shortcomings in domestic brands and new energy vehicle models. However, the market is concerned about Dongfeng Group's improper strategic planning and insufficient execution in developing domestic brands. If brought to new enterprises, it may lead to a lose lose situation, "Li Yanwei told Jiemian News.

The stock price trend in the secondary market reflects this hidden concern. After news of the possible restructuring of two companies emerged, the stock prices of Dongfeng Group companies hit the daily limit up, while the stock price of Changan Automobile briefly rose and eventually fell back, with a relatively flat response.

In addition, both Dongfeng Group and Changan Automobile have their own unresolved issues, and integration will increase management complexity to a certain extent, which may lead to the dispersion and internal consumption of internal resources. A new enterprise needs a strong leader with courage and decisiveness to sort out accumulated problems.

Li Yanwei told Interface News that in order to get rid of competitive disadvantages, the core of a new enterprise is still to find the right product direction and clarify its own moat. At the same time, it is necessary to establish an inclusive, open and dynamic talent management mechanism.

According to Mei Songlin's speculation, the successful completion of the organizational restructuring of the new enterprise by Dongfeng Group and Changan Automobile this year is the first step, and the integration of business aspects will take a longer time to advance.

It is worth noting that if Dongfeng Group and Changan Automobile successfully restructure, it will create a demonstration effect in the industry, driving more companies to seek restructuring cooperation. In the current crisis of industry elimination, the survival space of small and medium-sized enterprises is infinitely compressed, and expanding their scale is the first step for enterprises to become stronger and better.

According to data from consulting firm McKinsey, the concentration of China's auto market is gradually increasing, with the number of brands selling over 600000 vehicles increasing from 11 in 2020 to 13 in 2024, relying on absorbing market share from weaker brands. The number of weak brands without scale advantages is decreasing.

Changan Automobile Chairman Zhu Huarong has publicly stated that in the next three years, 70% of brands in the Chinese market may face "shutdown and merger"; Huawei Auto BU Chairman Yu Chengdong believes that in the future, there may be no more than five major players in the Chinese automotive market.

Regarding the news of the restructuring between Dongfeng Group and Changan Automobile, Dongfeng Automobile replied to Interface News stating that there is currently no further information and they will follow the unified steps of the group. Changan Automobile replied that the announcement is the main focus.