Author: Sanshi
Gao Yunfeng, a billionaire who once "went out of the circle" because of his anger at CCTV reporters, Han's Laser, a listed company under actual control, is continuing to divest assets.
In November 2023, "Laser Mao" Han's Laser (002008SZ) proposed 104.6 billion yuan ** Shenzhen Han's Side Technology *** hereinafter referred to as "Han's Think"), but the transaction object was not announced at that time.
On January 17, 2024, Han's Laser announced that an agreement had been signed for the case of Han's Stone's controlling stake**, and 16 institutions, including IDG, Shenzhen Capital Group, Qianhai Laterite, CICC Capital, Industrial Guoxin, Unicom CICC, and Jingwei Venture Capital, appeared on the list of acquirers.
Han's Laser said that after the completion of the transaction, it no longer has control over Han's Sci, and Han's Sci is no longer included in the company's consolidated financial statements. The transaction is expected to achieve an investment income of 900 million yuan, exceeding Han's Laser's net profit in the first three quarters of 2023.
At present, Han's Laser is facing the challenge of declining performance. In the first three quarters of 2023, Han's Laser achieved revenue of 938.7 billion yuan, a year-on-year decrease of 1112%;Achieved a net profit of 63.3 billion yuan, a year-on-year decrease of 3759%。At the same time, Gao Yunfeng, the actual controller of Han's Laser, has a high proportion of shares pledged. At present, the total pledge ratio of Gao Yunfeng and Han's Holdings is nearly eighty percent.
Gao Yunfeng is a university professor, who once went to the sea with a customer deposit of 400,000 Hong Kong dollars to start a business, earned the first pot of gold by selling button laser machines, and finally led Han's Laser to go public. In 2019, Gao Yunfeng quickly "got out of the circle" because of his anger at CCTV reporters, and finally apologized under pressure from ** and regulators.
According to the 2023 Hurun Report, Gao Yunfeng ranks 585th on the list with a wealth of 10 billion. However, judging from the current situation, Gao Yunfeng's financial pressure does not seem optimistic.
A luxurious lineup of "pick-up man".
Two months ago, Han's Laser announced that it would be a holding subsidiary, Han's Stone.
The consideration of this transaction refers to the valuation level of the same industry, and on this basis, the management of Han's Laser determines that the overall price of Han's Laser will not be less than 1.6 billion yuan according to its 100% equity.
In the end, Han's Laser signed agreements with 16 investment entities, including Siru Quanyong and Zhuhai Chengrong, to 104.6 billion yuan of ** transfer of Han's Special 65375% equity. At the same time, Hengqin Industry ** and Xingye Guoxin increased their capital by 50 million yuan according to the valuation of 1.6 billion yuan before 100% equity investment of Han's Side.
The lineup of the parties to this transaction can be described as star-studded, and the shareholders behind it include local state-owned assets, listed companies, insurance funds, etc. Among them, the largest transferee is Zhuhai Chengrong, a subsidiary of IDG, which spent 200 million yuan to obtain Han's Special 125% equity. Qianhai laterite followed closely behind, spending 1300 million yuan, 8125% equity, behind which is Red Earth Venture Capital, Shenzhen Guidance**, Zhuhai Gree Venture Capital, etc.
CICC Capital also sells through multiple shareholding platforms. For example, Hengqin industry ** spent 30 million yuan to obtain 1875% of the shares, backed by the Finance Bureau of the Guangdong-Macao In-Depth Cooperation Zone in Hengqin and CICC Capital; Dongrong No. 1 spent 70 million yuan to obtain 4375% equity, backed by Guia Fund LP and CICC Capital; Unicom CICC spent 30 million yuan to obtain 1875% equity, behind also CICC Capital.
In addition, behind Unicom CICC, there are also Shenzhen Guidance**, Unicom Capital, Kunpeng Investment, etc. In addition, it spent 119 million yuan to obtain Han's Site 74375% of the equity of the intelligent interconnection (China Telecom), spent 35 million yuan to obtain Han's Special 21875% of the equity of the Central Plains Qianhai (China Mobile), the three major operators gathered together.
In addition, state-owned assets in Qingdao, Luoyang, Hefei and other places participated through shareholding platforms, and listed companies such as Alibaba, Weilai, ZTE, Sichuan Shuangma, Gigabit, and Yingke Medical were also among the investors.
After the completion of this transaction, Han's Laser will hold 70% of Han's Laser's equity06% to 455%。
**Where is the subject sacred?
Favored by so many famous industrial capitals, what is the charm of Hanstech?
Han's Laser was established on August 26, 2017 with the participation of Han's Laser, and Han's Laser has always had a controlling stake. Han's Smart's main business is the R&D, production and sales of software and hardware products for industrial special motors such as optical galvanometer scanning motors, voice coil motors, micro motors, and drive and control systems.
In the domestic market, Hanstech is one of the few galvanometer companies that can independently produce grating encoders, and has basically realized the national production of core components, and has the core competitiveness of independent research and development of key technologies.
At the same time, Han's Star is also the first galvanometer company in China to successfully develop digital driver plates, and has achieved the performance of foreign competitors' products by matching the self-developed and self-produced grating galvanometer motors, and has the level and strength to compete with international manufacturers.
In the field of high-end galvanometers with higher requirements in terms of accuracy and speed, Hanstech has formed mass sales, including high-end marking (semiconductor), panel semiconductor cutting, wafer marking, chip welding, 3C micro-soldering, ultraviolet ultrafast laser micromachining marking, etc.
From the perspective of financial data, in the first three quarters of 2023, Han's Smart achieved revenue of 11.4 billion yuan, with a net profit of 2383850,000 yuan; As of the end of September 2023, total assets were 22.3 billion yuan, net assets of 11.6 billion yuan.
This transaction estimates that the net profit of Han's Star in 2023 is 38 million yuan, so the price-earnings ratio corresponding to the valuation of 1.6 billion yuan is as high as 4211 times. As of the third quarter of 2023, Hanstech's net assets are only 11.6 billion yuan, a premium of more than 12 times compared with the valuation of 1.6 billion yuan.
For Han's Laser, this seems to be a good business. However, according to the announcement of the resolution of the extraordinary general meeting of shareholders disclosed by Han's Laser on December 14, 2023, it holds 12Shareholders of 950,000 shares voted against and held 585050,000 shareholders abstained from voting, all of whom were small and medium-sized shareholders.
The concerns of minority shareholders are justified. In the past two years, Han's Laser has shown a leading trend. In the first three quarters of 2023, Han's Laser's revenue was 938.7 billion yuan. Due to the lack of downstream customer demand and the decrease in orders, Han's Laser's net profit from January to September 2023 was about 63.3 billion yuan, a year-on-year decrease of 3759%。
In addition, Han's Laser and Han's Smart have related party transactions. In the first three quarters of 2023, Han's Stone's sales to related parties amounted to about 35.48 million yuan, accounting for about 31% of all revenue from January to September, of which the sales amount to Han's Laser was 23.2 million yuan.
Han's Laser said that after the control of Han's Laser, there may be certain risks and fluctuation risks in the future procurement of galvanometer-related components.
The hidden worries behind the "selling".
Since there is a risk and it is opposed by some small and medium-sized shareholders, why does Han's Laser insist on the control of Han's Laser?
Han's Laser said in the announcement that it is mainly to optimize the industrial structure and rationally allocate resources. The funds obtained from this transaction will be used for daily operations, which can effectively enhance market competitiveness and contribute to the improvement of business quality.
It is worth noting that this is not the first time that Han's Laser has "optimized the company's industrial structure". In recent years, Han's Laser has divested non-core business subsidiaries several times to optimize resource allocation and improve overall performance.
Since 2011, Han's Laser has successively divested the assets of its subsidiaries such as Hainan Yihe, Fengsheng Han's, Ningbo Han's Runde, Han's Photovoltaic and Han's Digital Imaging, with a total value of 96.4 billion yuan. The company said at the time that the move was aimed at streamlining its main business and divesting it from its non-main business.
However, after divesting non-core businesses several times, Han's Laser's performance declined instead of increasing. In order to seek new growth points, after the implementation of the new regulations on A-share spin-offs and listings in 2019, Han's Laser quickly launched the spin-offs and listings of a number of subsidiaries.
In February 2022, Han's CNC was listed on the GEM, becoming the first company to be successfully spun off and listed on Han's Laser. 10 days later, Han's Laser threw out a listing plan to spin off Han's Optoelectronics. In September of the same year, Han's Closed Testing submitted a prospectus to the Shenzhen Stock Exchange, and has responded to three rounds of inquiries so far; Two months later, Han's Laser disclosed that it planned to spin off Fuchuang to be listed on the GEM, but has not yet submitted a prospectus.
Although it has obtained huge funds in the capital market through the listing of its spin-off subsidiary, Han's Laser is still facing the challenge of declining performance, and the controlling stake of the ** subsidiary may be related to it.
After the performance reached a historical peak in 2021, Han's Laser's performance began to decline. In 2022, the company achieved revenue of 1496.1 billion yuan, down 84%;Achieved a net profit of 121 billion yuan, a year-on-year decrease of 394%。In the first three quarters of 2023, Han's Laser's revenue was 938.7 billion yuan, down 11 percent year-on-year1%;Net profit was 63.3 billion yuan, a year-on-year decrease of 3759%。
Regarding the decline in performance, Han's Laser said that mainly affected by complex factors such as macroeconomic downturn and industry cycle changes, downstream customers tend to be cautious in their investment, and orders have declined, among which the demand for consumer electronics industry is still in a downward cycle, the demand for equipment business in the information industry has declined, and the semiconductor equipment business has declined slightly.
In addition, Han's Laser's controlling shareholder, Han's Holdings, and its actual controller, Gao Yunfeng, are facing huge pledge pressure. At present, Han's Holdings and Gao Yunfeng have pledged a total of 20.6 billion shares of Han's Laser, accounting for 79 percent of its total shares95%。
At the same time, Han's Laser's convertible bond, "Han's Convertible Bond", will mature on February 6. Since the vast majority of convertible bonds are not converted into equity, the convertible bonds need to be redeemed and interest paid after maturity, which is expected to be about 2.4 billion yuan.
From this point of view, the controlling stake of Han's Laser's ** subsidiary, in addition to alleviating the company's performance difficulties and financial pressure, is also relieving the worries of the actual controller Gao Yunfeng.