On the evening of December 21, the listed company Qilianshan issued an announcement that after the company's application and the handling of the Shanghai ** Exchange, from December 28, 2023, the company's ** abbreviation will be changed from "Qilianshan" to "CCCC Design", and the company's ***600720" will remain unchanged. Previously, the full name of the listed company has been changed from "Gansu Qilianshan Cement Group Shares" to "CCCC Design Consulting Group Shares".
At the extraordinary shareholders' meeting held on the same day, Qilianshan elected a new board of directors and completed a series of processes such as the appointment of senior executives, which means that the restructuring and listing of China Communications Construction spin-off design assets and Qilianshan, which lasted more than 1 year and 7 months and was postponed or suspended several times, was finally completed.
As the second listed company in Gansu Province, Qilianshan will withdraw from the A** field in the form of asset replacement restructuring, and its 27-year status as a listed company will also come to an end.
No loss for more than 60 years
In China's building materials industry, Qilianshan is a well-known brand that enjoys a good reputation throughout the country and is a veritable cement giant in Northwest China.
Qilianshan is one of the 12 key cement enterprises supported by the state, and is the largest cement production enterprise in Gansu, Qinghai and ** provinces and regions, as well as a special cement production base in Northwest China. Its predecessor is Yongdeng Cement Plant, which belongs to the 156 key construction projects of the country during the "First Five-Year Plan" period, which was approved by the Ministry of Heavy Industry of the People's Republic of China in July 1950 and was built and equipped by the former Democratic Germany, and was completed and put into operation in October 1957. On July 16, 1996, Qilianshan was listed on the Shanghai Stock Exchange. In December 2009, he joined the former China National Materials Group and became a member of the state-owned enterprises.
At present, Qilianshan cement has an annual production capacity of 30 million tons, 7.7 million cubic meters of commercial concrete, and 5.6 million tons of mechanical aggregates, covering the main cement consumption markets in Gansu, Qinghai and ** provinces and regions, with a market share of 47% in Gansu, 25% in Qinghai and 14% in the first market.
In 2022, Qilianshan will achieve an annual operating income of 79700 million yuan, total profit 100.8 billion yuan, and has achieved remarkable performance of operating without loss for more than 60 consecutive years.
Tens of billions of assets "free cages for birds".
According to the previously disclosed overall plan for asset restructuring and supporting financing, Qilianshan will place all its cement assets out of the listed company, and China Communications Construction will split the design business and package its three highway institutes and three municipal institutes under China Urban and Rural into the listed company.
The asset was placed at a price of 104300 million yuan, and the value of assets placed is 2350 billion yuan, the difference is 130700 million yuan was purchased from China Communications Construction and China Urban and Rural Construction by issuing shares. Share issuance**1017 yuan shares, the number of issues is 128.5 billion shares.
The above steps have now been completed, but the matching funds raised as one of the "combinations" of the transaction have not yet been followed. It is understood that the total amount of funds raised this time does not exceed 225.6 billion yuan will be used for many projects to improve scientific and technological innovation capabilities, management capabilities and production capacity, as well as to supplement working capital.
Jia Jianbin, general manager and manager of Zhejiang Shenqian Asset Management, said in an interview with a reporter from Torrent News that the essence of this restructuring is the "delisting" of Qilianshan and the backdoor listing of CCCC Design. In layman's terms, Qilianshan is still the original Qilianshan, but it has withdrawn from the sequence of listed companies. Its original "shell" on the **, which will be called CCCC Design in the future, is a new listed company and has nothing to do with the original Qilian Mountain.
Trading stems from cracking the competition in the industry
The restructuring is seen as an attempt by CCCG and CNBM to promote the restructuring and restructuring of central enterprises, so as to promote the concentration of state-owned capital in important industries and key areas, and one of the direct drivers is to solve the problem of peer competition within CNBM.
Prior to the transaction, Qilianshan, Ningxia Building Materials and Tianshan Co., Ltd. were all listed companies under China National Building Materials Group, and their main businesses were the production and sales of cement, clinker and commercial concrete and other related building materials products, involving intra-industry competition.
In 2017, China National Building Materials Group promised to steadily promote the integration of related businesses to solve the problem of competition in the same industry, and this transaction is a specific measure to fulfill its commitment.
It is worth noting that after the asset replacement, although the owner of Qilianshan's cement assets has become CCCG, according to the previously announced transaction plan, the cement assets placed will be entrusted to Tianshan Co., Ltd. for operation and management. This leaves room for imagination for the next move of Qilian Mountain.
Jia Jianbin believes that at present, it is only a transitional arrangement for Qilian Mountain. The final trend of this restructuring is very likely to merge Qilianshan and Ningxia Building Materials into Tianshan Co., Ltd. to create a super-large cement enterprise and completely solve the problem of peer competition within China Building Materials.
A** field has a "design Mao".
The controlling shareholder of CCCC Design is China Communications Construction Co., Ltd., and the actual controller is CCCG. With the help of this transaction, CCCG has realized the integration and listing of the design sector, which will help leverage the capital market to integrate internal and external resources and build a professional commercial platform for design consulting.
Several companies injected into the listed company this time are the top domestic highway, bridge, tunnel and municipal design enterprises, with significant competitive advantages in related business fields, and are the largest listed companies in the engineering design consulting industry.
As of the end of 2022, the total assets of the six companies injected into the listed platform were 2814.7 billion yuan, and the operating income and net profit in the same year were 1301.6 billion and 170.9 billion yuan.
It is worth mentioning that, according to CCCG's commitment, it will inject more incremental design business into the listed company platform in the future to further strengthen its operating strength and competitive advantage.
Huaxin**'s research report pointed out that CCCC Design is backed by the strength of central enterprises, and is expected to become bigger and stronger through the extension + endogenous multi-dimensional growth path in the future, and the potential injection of assets is very large, and nearly 30 billion yuan of water transport design assets such as the Water Planning Institute under CCCC Group are expected to be injected into the platform of listed companies in the future.
Jia Jianbin said that this restructuring is expected to become a typical case of using the capital market to promote the reform of state-owned enterprises, but due to the huge difference of 13 billion yuan between the cement assets and the design assets put in, which is far from market expectations, leaving a lot of room for controversy in this reorganization. As a professional integration between the two central enterprises, whether it is Qilianshan or CCCC Design, this is only a major node in its development process, and there is still a lot of room for capital operation in the future, and the market is also full of expectations.
Text丨Rushing News reporter Hu Ningyu.