ECO-8095 · REV X · effective September 29, 2026
Industry Analysis & MarketsRELEASEDEngineering notice
GAC to Take FAW's 50% Stake in FAW Toyota in Share Swap Deal
GAC will pay for FAW's 50% of FAW Toyota entirely in shares at 5.75 yuan each. The Tianjin JV earned 1.01bn yuan net in H1 2026, down from 4.23bn in 2025.
Scope of change
- GAC agreed to acquire FAW Group's 50% stake in FAW Toyota via consideration shares at 5.75 yuan ($0.86) each, with no additional cash payment planned
- FAW Toyota posted unaudited net profit after tax of 4.71bn yuan in 2024, 4.23bn yuan in 2025 and 1.01bn yuan in H1 2026; net assets stood at ~29.66bn yuan on 30 June 2026
- The deal requires shareholder approvals, Shanghai Stock Exchange clearance and CSRC registration; a related A-share raise depends on the acquisition closing, not vice versa

GAC has signed a conditional agreement to acquire FAW Group's 50% interest in FAW Toyota Motor, paying for the stake entirely in shares priced at 5.75 yuan ($0.86) each.
No cash will change hands unless the two parties agree otherwise, GAC said. The final consideration and the number of shares issued remain open: both figures depend on completion of audit and valuation work and on a supplemental agreement between the companies.
FAW Toyota Motor Company, headquartered in Tianjin, was established in 2000 as a 50:50 joint venture between FAW Group and Toyota. Toyota Motor Group holds the other half of the equity through Toyota Motor and Toyota Motor (China) Investment. If the deal closes, GAC and Toyota Motor Group would each own 50% of the JV.
FAW Group would become GAC's second-largest shareholder as a result, although GAC stated the transaction would not change its actual controller. GAC also confirmed it will not consolidate FAW Toyota's financials into its own accounts.
The target's financials explain why the structure matters. FAW Toyota recorded unaudited net profit after tax of 4.71bn yuan in 2024, falling to 4.23bn yuan in 2025 and 1.01bn yuan in the six months ended 30 June 2026 — a clear downtrend as domestic automakers continue to take share from legacy JV producers. On 30 June 2026 the company held total assets of approximately 43.06bn yuan and net assets of approximately 29.66bn yuan.
Alongside the acquisition, GAC has proposed a non-public A-share issue to no more than 35 independent third-party investors to raise supporting funds. The sequencing is explicit: the financing depends on completion of the acquisition, but the acquisition does not depend on the financing closing.
The transaction still faces a regulatory and shareholder gauntlet. Conditions include shareholder approvals, clearance from the Shanghai Stock Exchange, and registration with the China Securities Regulatory Commission, among other requirements.
The move is understood to form part of Toyota's broader effort to consolidate and streamline its struggling Chinese operations and improve efficiency, as competition from domestic automakers continues to intensify. For FAW, one of China's state-owned legacy OEMs, exiting the JV stake converts a pressured asset into an equity position in another domestic automaker — with no cash outlay required from GAC to execute the swap.
What to watch next: the supplemental agreement fixing the final share count and valuation, the shareholder votes, and SSE and CSRC clearances. The half-year net profit trend at FAW Toyota — 1.01bn yuan against 4.23bn for full-year 2025 — is the number that will determine whether Toyota's streamlining effort stabilizes the JV's earnings before the deal closes.
via just-auto (Source)
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Correspondent covering business strategy at Autoplant Brief.
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