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Less than two months after the promise of not reducing holdings was fulfilled, Chaoxun Communications' actual controller changed the target to continue cashing out

2024-07-23

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Interface News reporter | Pang Yu

In less than a week, the actual controller of Chaoxun Communications (603322.SH) is going to transfer shares to another party.

On the evening of July 21, Chaoxun Communication announced that the company received a notice from Liang Jianhua, the controlling shareholder and actual controller, and learned that Liang Jianhua and Yue Yan had not yet actually performed the share transfer agreement. After consultation, the two parties agreed to terminate the signed "Share Transfer Agreement" and signed a termination agreement on July 19. The original agreement between the two parties stipulated that Liang Jianhua would transfer the 10 million shares of the company held by him to Yue Yan at a price of 25.84 yuan per share, and the total transfer price was 258 million yuan.

Then, on the same day, July 19, Liang Jianhua signed a "Share Transfer Agreement" with Shanghai Jiuyi Investment Management Co., Ltd. (on behalf of Jiuyi Composite Strategy No. 2 Private Securities Investment Fund) (hereinafter referred to as "Shanghai Jiuyi"), stipulating that Liang Jianhua would transfer his 10 million shares to Shanghai Jiuyi Investment Management Co., Ltd. at RMB 24.30 per share, with a total transfer price of RMB 243 million.

Chaoxun Communications said that this agreement transfer will not lead to changes in the company's controlling shareholder and actual controller. After the completion of this agreement transfer, Liang Jianhua's shareholding will be reduced to 32.285 million shares, accounting for 20.48% of the total share capital, and Shanghai Jiuyi Investment Management Co., Ltd. will hold 10 million shares, accounting for 6.35% of the total share capital.

have to be aware of is,The transfer price of this agreement is lower than the previous oneThe total transfer price was reduced by 15.4 million yuan. The transfer price was 24.30 yuan per share.Compared with the closing price of 27.80 yuan per share on July 19, the discount is about 12.59%

Interface News noted that Chaoxun Communications issued an announcement in May 2023 stating that Liang Jianhua submitted a "Letter of Commitment Not to Reduce Holdings in the Company's Shares" to the company. Based on his recognition of the industry in which the company is located, as well as his confidence in future development and recognition of its value, Liang Jianhua voluntarily promised not to reduce his holdings in the company's shares in the next 12 months (May 31, 2023 to May 30, 2024) in the spirit of being responsible to the public shareholders.


Source: Chaoxun Communications Announcement on May 31, 2023

Now, it is less than two months away from the commitment period of not reducing holdings.As for the purpose of reducing holdings through agreement transfer, it is mainly due to "the controlling shareholder's own financial needs."

Ifind data shows that since 2023, Liang Jianhua's equity pledge frequency has increased significantly. From April 2023 to February 2024, he had 11 equity pledges, with a total of 41.81 million shares pledged, and the reason for the pledge was to supplement working capital. As of the announcement date on July 21, Liang Jianhua held 42.285 million shares of Chaoxun Communications, of which 23.3 million shares were pledged, accounting for 55% of his shareholding and 15% of the company's total share capital.


Liang Jianhua's unpledged shares pledged Source: ifind

Judging from the stock price performance, riding on the momentum of AI computing power, Chaoxun Communication's stock price rose sharply last year. After the actual controller issued a commitment not to reduce holdings, the stock price once stood at 48.01 yuan per share in June last year, with a cumulative increase of more than 130% throughout the year. However, the stock's performance this year is not good. It once reached 44.88 yuan per share in late March, but has continued to fall since then. As of the close of July 22, it closed at 27.50 yuan per share. The latest total market value is only 4.33 billion yuan. The overall decline of the stock has exceeded 27% so far this year.

What is the background of the transferee Shanghai Jiuyi? Announcements and public information show that Shanghai Jiuyi is registered in Shanghai Pudong New Area, but its office is located in Jinshui District, Zhengzhou, Henan. Three natural persons, Wang Qian, Gao Xinqi and Gu Keqi, hold 60%, 20% and 20% of the shares respectively. The private equity fund that "took over" - Jiuyi Compound Strategy No. 2 Private Equity Securities Investment Fund was established in April 2021. According to the information updated in the second quarter of 2024, its existing scale is less than 10 million yuan.

According to information, Chaoxun Communications was founded in 1998 and successfully listed on the main board of the Shanghai Stock Exchange in 2016. In recent years, the company has focused on the two major sectors of "intelligent computing + communication" and the six major business ecosystems of "computing power + data + AI + Internet of Things + ICT + new energy".

However, judging from the data, Chaoxun Communication has not performed well in recent years. From 2019 to 2023, the company's revenue increased from 1.267 billion yuan to 2.445 billion yuan; but its non-net profit was in the red in three of the five years, with losses of 100 million yuan, 261 million yuan and 104 million yuan in 2019, 2021 and 2022 respectively, a profit of 5.51 million yuan in 2020 and a barely profitable 860,000 yuan in 2023.

The performance forecast shows that Chaoxun Communications expects to achieve a net profit of 26 million to 36 million yuan in the first half of 2024, and an expected non-net profit of 25.5 million to 35.5 million yuan, both of which are year-on-year turnarounds. The net profits in the same period last year were -38.1657 million yuan and -49.2834 million yuan, respectively.

Regarding the main reasons for the expected profit, Chaoxun Communications stated that, first, the company continued to vigorously expand its intelligent computing business, and achieved steady growth in the intelligent computing business during the reporting period while improving the company's overall gross profit margin; second, the intelligent computing business has the characteristic of a short collection period, and the amount of bad debts to be accrued in this period decreased compared with the same period last year.