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our reporter zhang wenxiang trainee reporter leung ao-nam

with the release of the asset restructuring plans of china heavy industry and china shipbuilding, both companies resumed trading on september 19.

according to the announcement of china heavy industry, the company is planning a major asset reorganization, in which china shipbuilding will absorb and merge china heavy industry by issuing a shares to all shareholders of china heavy industry. after the completion of the reorganization, china heavy industry will terminate its listing and cancel its legal person status, and china shipbuilding will become the surviving company.

the reporter noticed that in this transaction, the transaction amount of assets that china shipbuilding intends to purchase is 115.15 billion yuan, which is the largest absorption merger transaction in the a-share market in the past ten years.

zhang lijie, senior investment consultant of jufeng investment consulting, told the securities daily reporter: "against the backdrop of increasingly fierce competition in the global shipbuilding industry, the merger of two shipbuilding giants with a market value of more than 100 billion yuan is expected to expand the scale effect, further enhance the company's leading position and profitability, and help chinese shipbuilding companies better participate in international competition, bringing about the effect of '1+1>2'."

according to the announcement, the exchange price of china heavy industry was determined to be 5.05 yuan per share, and the exchange price of china shipbuilding was determined to be 37.84 yuan per share. based on this calculation, the exchange ratio between china heavy industry and china shipbuilding is 1:0.1335.

china heavy industry is the absorbed merger party in this transaction, and china shipbuilding is the absorbing merger party. after the completion of this share exchange and absorption merger, china heavy industry will terminate its listing and cancel its legal person status, and china shipbuilding will inherit and take over all assets, liabilities, businesses, personnel, contracts and all other rights and obligations of china heavy industry. the a shares issued by the share exchange and absorption merger will also apply for listing and circulation on the main board of the shanghai stock exchange.

in addition, since the actual controllers of china heavy industry and china shipbuilding are both china shipbuilding group co., ltd. (hereinafter referred to as "china shipbuilding group"), this transaction constitutes a related-party transaction. after the completion of the transaction, china shipbuilding, as the surviving company, will still be controlled by china shipbuilding group and the ultimate controller will still be the state-owned assets supervision and administration commission of the state council.

zhi peiyuan, a master's degree enterprise tutor at the school of management of china university of mining and technology (beijing), said in an interview with the securities daily reporter that the merger of the two companies indicates the trend of integration and optimization of china's shipbuilding industry, and promotes the development of china's shipbuilding industry in a more mature and intensive direction. china is currently the world's largest shipbuilding country. to continuously improve the overall competitiveness of china's shipbuilding industry, the upstream and downstream of the shipbuilding industry chain should work together.

public information shows that china shipbuilding is a listed company with core military and civilian products business of china shipbuilding group, focusing on marine engineering equipment and marine technology application fields. its main businesses include shipbuilding business (military and civilian), ship repair business, marine engineering and electromechanical equipment, etc. china heavy industry is mainly engaged in ship research and development, design and manufacturing business, covering marine defense and marine development equipment, marine transportation equipment, deep-sea equipment and ship repair and modification, ship supporting and electromechanical equipment, strategic emerging industries and others.

in the first half of this year, the operating revenues of china shipbuilding and china heavy industry were 36.017 billion yuan and 22.102 billion yuan respectively; as of the end of june this year, the total assets of china shipbuilding and china heavy industry were 174.342 billion yuan and 201.974 billion yuan respectively, and the net assets were 48.727 billion yuan and 83.806 billion yuan respectively.

china heavy industry told the securities daily reporter that after the transaction is completed, the surviving company will continue to focus on developing equipment and strengthening the military, bravely shoulder the mission and responsibility of "leading industry development, supporting national defense construction, and serving national strategies", seize the opportunities of transformation and upgrading of the shipbuilding industry and the improvement of its prosperity, and build a world-class shipbuilding company with international competitiveness.

according to a research report by zheshang securities, the current high prosperity of the shipping industry continues, with multiple ship types being released in succession, the profitability of shipyards continuously improving, and tight supply and demand may drive ship prices to continue to hit new highs, and the performance of leading companies is highly elastic. in addition, new ship orders are developing in the direction of large-scale, high-end, and dual-fuel. leading companies have the world's leading technology in building large ships, and will have strong competitiveness in high-quality and high-priced orders in the future. my country's high-capacity and high-tech shipyards are expected to benefit first.

zhang lijie believes that after the merger of the two listed companies, china's shipbuilding industry will significantly enhance its position and influence in the global market. the merged company will have stronger financial strength and r&d capabilities, and can increase investment in the r&d of new technologies, new processes and new materials, and promote the innovation and upgrading of shipbuilding technology.