2024-09-26
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the china securities regulatory commission recently issued the "opinions on deepening the reform of the merger and acquisition market of listed companies", and listed companies responded positively.
on the evening of september 25, qinchuan iot (688528) and fulide (301297), two listed companies in the “two innovation” sector, announced that they were planning major asset restructuring of upstream and downstream assets in the industrial chain. among them, fulide planned to use new payment tools such as convertible corporate bonds.
qinchuan iot, a company listed on the science and technology innovation board, announced on the evening of september 25 that the company is planning a major asset reorganization and intends to acquire 60% of the equity of chengdu paiwater technology co., ltd. (referred to as "paiwater"). after the transaction is completed, qinchuan iot will become the controlling shareholder of paiwater.
this transaction is still in the planning stage. according to qinchuan iot's preliminary estimates, this transaction is expected to constitute a major asset reorganization.
founded in 2011, paiwote is a company based on digital new infrastructure. the above businesses overlap with qinchuan iot. qinchuan iot's business scope covers industrial iot fields such as smart city iot terminal products (smart gas, smart water), and related intelligent terminals are an indispensable support for smart city construction. qinchuan iot said that the company is accelerating the growth of new businesses and enhancing the company's market competitiveness by improving cooperation and coordination in the upstream of the industrial chain.
coincidentally, the gem company fulide also announced an announcement on the evening of september 25 that it was planning a major event, which was expected to constitute a major asset reorganization.
it is understood that ferrotec is planning to acquire the semiconductor industry-related assets of its indirect controlling shareholder ferrotec group by issuing rmb common stock and convertible corporate bonds, cash (if any), etc. ferrotec is mainly engaged in precision cleaning services for equipment in the pan-semiconductor field, and its related businesses also have upstream and downstream relationships with the semiconductor industry.
just one day before the two companies disclosed their major asset reorganization, the china securities regulatory commission issued the "opinions on deepening the reform of the listed company merger and reorganization market" (hereinafter referred to as the "opinions"), aiming to adhere to the market-oriented direction and better play the capital market's main channel role in corporate mergers and acquisitions and restructuring.
the opinion will support listed companies to transform and upgrade to new quality productivity as one of the important reform directions. the csrc said it will actively support listed companies to carry out mergers and acquisitions around strategic emerging industries and future industries, including cross-industry mergers and acquisitions based on transformation and upgrading, acquisitions of unprofitable assets that help to strengthen the supply chain and improve key technology levels, and support "two innovation" sector companies to acquire upstream and downstream assets in the industrial chain, etc., to guide more resource elements to gather in the direction of new quality productivity.
in addition, fulide plans to introduce the payment method of issuing convertible corporate bonds, which is also one of the reform directions. the "opinion" stated that the csrc will support listed companies to issue shares and convertible bonds and other payment tools in installments according to transaction arrangements, pay transaction consideration in installments, and provide supporting financing in installments to improve transaction flexibility and capital utilization efficiency.
in this regard, wu qing, chairman of the china securities regulatory commission, explained at a press conference held by the state council information office that it is a very important function of the capital market to further promote the effective allocation of resources by supporting corporate mergers and acquisitions. especially in the context of the accelerated advancement of global industrial transformation and the accelerated transformation and upgrading of my country's economic structure, it is urgent to play a key role in corporate mergers and acquisitions to help industrial integration and improve quality and efficiency.
according to statistics, nearly 50 major restructuring cases have been disclosed in the market since may this year, and the market response has been relatively positive. among them, the issue of shares by puyuan jingdian to purchase 67.74% of the equity of naisu electronics took only two months from the acceptance of the transaction application to the approval of the registration by the china securities regulatory commission. it became the first m&a and restructuring registration of listed companies after the release of the "eight measures on deepening the reform of the science and technology innovation board to serve technological innovation and the development of new productivity", and it was also the first m&a and restructuring project registered on the science and technology innovation board this year.
wu qing said that the csrc will, while further abiding by the rules, respect market laws, economic laws, and innovation laws, and will further increase tolerance for matters such as restructuring valuations, performance commitments, competition among peers, and related transactions based on actual conditions, so as to better play the role of the market in optimizing resource allocation.