Jinyu Car City (000803): Fixed Share Issuance Of 25 Million 500 Thousand Shares Or Two Major Shareholders' Shareholding Game

Following the end of 2018, the fund raising was 560 million yuan, and after that, Jin Yu Che Cheng (000803) dropped 5 months later and decided to set up a new plan.

In May 30th, Jinyu car city announced that it would raise 380 million yuan to issue more than 10 specific investors to produce 2.0GW efficient PERC solar cell in Nanchong.

Securities Times e reporter noted that in addition to expanding the layout of the new energy industry, the fixed increase will also have a certain impact on the control structure of Jinyu City, and the shareholding right of the "North control system" and "Jinyu Department" will continue.

Kim Yu Che stressed that the increase will not lead to changes in the controlling shareholders and actual controllers of listed companies, and does not constitute related pactions.

Will not lead to change of control.

According to the announcement, the number of fixed stocks is no more than 25 million 500 thousand shares, and the total amount of funds to be raised is not more than 380 million yuan, which is used for 2.0GW efficient PERC solar cell production project in Nanchong.

Further, the total investment of the project is 938 million yuan, and the less part is invested by Jinyu city.

According to the plan, the project will be constructed from August 2019 to February 2020 with a total construction period of 6 months. The project will be located in the new energy industrial park of Nanchong, covering an area of about 280 mu.

Jinyu car city said that after the completion of the project, the listed company will achieve an annual output of 400 million high efficiency single crystal PERC+SE photovoltaic cells.

It is estimated that the average annual sales income in the calculation period is 2 billion 96 million yuan, the average annual profit after tax is 228 million yuan, and the investment recovery period is 3.37 years, which has good economic benefits.

As of the date of the notice, the North controlled Clean Energy Group Co., Ltd. and its subsidiaries and Nanchong state owned assets investment and Operation Co., Ltd. acted as a concerted action, holding 43 million 374 thousand and 200 shares of the listed company, accounting for 33.96% of the total share capital of the company, and controlling shareholders.

Jin Yu Che Cheng pointed out that after the completion of the second increase, the 25 million 500 thousand shares of the issuing limit were calculated. After the issuance was completed, the "North control department" and the state owned capital of Nanchong hold a total of not less than 28.30% of the listed company, but still remain the controlling shareholder of the company.

Therefore, the issue will not lead to changes in the actual control of the company.

Early mergers and acquisitions target performance decline

Jinyu car city was originally engaged in silk, real estate development, property management, automobile sales and other traditional businesses.

In 2017, Jinyu car city suffered a continuous loss of profits for many years because of its difficulties in operation.

It was also in this year that the "North control system" was introduced to Jinyu car city, and in August 2017, it was priced at 383 million yuan to acquire 55% stake in Chi Lin Electric, which officially opened the business pformation.

In that year, with the huge profits created by Chi Lin Electric, Jinyu car city turned into a profit in 2017 and successfully preserved its shell.

It is noteworthy that at that time, the equity trader made a commitment. From 2017 to 2019, the net profit of Chi Lin will be no less than 60 million yuan, 90 million yuan and 120 million yuan respectively.

In 2017, Chi Lin achieved a net profit of 64 million 788 thousand and 600 yuan and completed its annual performance pledge.

However, in 2018, Chi Lin's business performance was plunged, and the net profit of only 369 thousand and 600 yuan was deducted throughout the whole year.

Jinyu car city Luo Xiong Fei told the securities times e reporter that Chi Lin electrical performance decline was mainly caused by the 531 photovoltaic new deal and other industry factors.

Chi Lin electrical performance can not be completed, performance has been compensated according to the agreement, and do impairment.

Chi Lin Electric Co., Ltd., due to the serious "diving" caused by the 531 photovoltaic policy, Jinyu city has now again stepped up the photovoltaic industry, which has aroused great concern from all sides.

"The number of PV enterprises in China is large. The 531 new deal has accelerated the pace of eliminating backward production capacity, to a certain extent, has increased the concentration of industries, resulting in increasingly fierce competition."

Jinyu car city also put forward the risk in the plan. "The PERC solar cell produced by the company's investment project has obvious performance advantages than other battery products, but if the competition pattern of the future industry changes significantly, and the company can not take advantage of its own competitive advantage to consolidate and enhance the existing market position, it will bring the risk of declining operating performance to the company."

The contention will continue.

Jinyu car city last fixed increase plan, and ultimately because of the game of the two largest shareholder, in the end of 2018 fruitless.

Since its accession in 2002, Jinyu Holdings has held the position of controlling shareholder of Jinyu car city for 15 years.

However, in November 2017, the "North control department" took the opportunity to join hands with Nanchong state investment. The two sides jointly held 38 million 142 thousand and 500 shares of Jin Yu car city, with a shareholding ratio of 29.86%.

As a result, the "North control system" surpassed the 23.51% shareholding ratio of Jinyu holdings and was promoted to become the largest shareholder of Jinyu car city.

In December 2017, Jinyu car city disclosed a fixed increase plan to issue 22 million 400 thousand shares and 3 million 100 thousand shares to North controlled PV and Nanchong state investment respectively, raising 560 million yuan for listed companies to repay bank loans and supplement working capital.

In fact, the increase will not only bring enough liquidity to Jinyu City, but also strengthen the control of Jinyu city.

If this is successfully implemented, the proportion of shares held by the North control system will increase to 29.39% and become the single largest shareholder.

In view of this fixed increase matter, the two major shareholders of Jinyu car city dispute is huge. The "North control system" and Jinyu holdings have launched several rounds of fighting, which eventually led to the scheduled increase plan for a long time, until the end of December 2018, the scheme expires automatically.

In April 3rd of this year, Jinyu car city released the tender offer report. "North control department" to enhance control over the listed companies, the concerted action of Fuzhou North control Yu Yang equity investment partnership (limited partnership) (hereinafter referred to as Fuzhou North control Yuyang), the number of shares to be purchased is 22 million 660 thousand shares, accounting for 17.74% of the total capital stock of Jinyu city. The offer price is 15.08 yuan / share, the total amount of funds required is 342 million yuan.

If the tender offer is fully completed, the "North control department" will own a 35.46% stake in Jinyu car city and become its single largest shareholder.

The deadline for tender offer has expired in May 6th.

According to the official website of Shenzhen Stock Exchange, as of May 6th, the net number of households received was 192, involving a total of 5 million 231 thousand and 700 shares, accounting for 4.09% of the total number of shares.

From the results of the offer, the "North control" tender offer is far below the expected 22 million 660 thousand shares (17.74% of the total share capital), and its single largest shareholder plan to seize the golden city is temporarily empty.

Now, with the "North control system" again set aside plans to increase, Jinyu car city between the two shareholders of the controlling stake in the game or will continue.