The actual controller of the new open source has reduced its holdings by a large amount, and the par

Mondo Finance Updated on 2024-02-27

Kunpeng Project

Produced by |Bullet Finance.

Author |Duan Nannan.

Edit |Feng Yu.

American Editor |Qianqian.

Audit |Ode.

Private placement is an important means of financing for listed companies, and as many as dozens or even hundreds of listed companies in A-share share market complete financing through private placement every year. However, it is relatively rare for the fixed increase funds to be "packaged" by the chairman and vice chairman of the board of directors such as Boai New Open Source Medical Technology Group Co., Ltd. *** hereinafter referred to as "New Open Source".

On February 20, Xinkaiyuan announced that the company plans to issue no more than 50 million shares, and the total amount of funds raised will not exceed 62.3 billion yuan, the target of the issuance is the company's chairman Zhang Junzheng and vice chairman Yang Hongbo.

Zhang Junzheng and Yang Hongbo are not only the chairman and vice chairman of the company, but also the relatives of Wang Donghu and Yang Haijiang, the actual controllers of the company. Among them, Zhang Junzheng is Wang Donghu's son-in-law, and Yang Hongbo is Yang Haijiang's son.

It is worth noting that as early as 2022, Wang Donghu and Yang Haijiang repeatedly ** the company's shares when the company's stock price was high, and now their family members Zhang Junzheng and Yang Hongbo are participating in the company's private placement, what do they want? In addition, Wang Jianqiang, one of the original controllers, continued to cash out the company's equity after being kicked out, which also adversely affected the company's stock price.

According to public information, New Open Source was established in 2003 and officially completed the share reform in 2009. The main sponsors of the company include Wang Donghu, Yang Haijiang, Wang Jianqiang, Beijing Hanchuda and Jincheng Xintai.

Since its establishment, Xinkaiyuan has been engaged in the research and development, production and sales of PVP series products. Up to now, the vast majority of the company's revenue is from PVP series products (a chemical product, mainly used in cosmetics, new energy, medicine and other fields).

Due to proper management, Xinopenyuan has grown rapidly and was successfully listed on the GEM in 2010. Over the years, the company has been working hard in the PVP field, and the company's performance has grown year by year.

Until December 3, 2021, the new open source announced that the "fig leaf" of the company's infighting was unveiled. On the same day, Xinkaiyuan announced that Zhang Junzheng, the general manager, succeeded Wang Jianqiang and became the new chairman of the company.

On December 20, 2021, Wang Jianqiang decided not to renew the "Concerted Action Person Agreement", and the concerted action relationship between him and Wang Donghu and Yang Haijiang expired and was no longer the actual controller of the company.

Since then, Wang Jianqiang, one of the company's main sponsors, has officially "gone out". Subsequently, according to the company's reply to the inquiry letter of the Shenzhen Stock Exchange and Zhang Junzheng's interview information, it was learned that Wang Jianqiang was removed as chairman because he and other directors of the company disagreed on the company's future development direction.

Xinkaiyuan has always been a fine chemical enterprise with PVP as its main business, and in 2015, the company stepped into the precision medicine track.

According to the opinions of other directors, Xinkaiyuan should adhere to the dual main businesses of PVP and precision medicine. However, Wang Jianqiang believes that the company should go upstream to the PVP industry chain and develop the field of large chemical industry.

Due to the huge amount of investment and the fact that the announced production capacity exceeded market demand, the directors used an emergency recall motion after several times of communication with Wang Jianqiang by other directors to no avail. After being ousted, Wang Jianqiang announced a plan of 2 million shares** shortly thereafter, and finally **1.59 million shares.

Since then, Wang Jianqiang has a debt dispute with Yang Haijiang, one of the actual controllers, and was required by the court to close the position, judicial auction, and judicial transfer 482700,000 shares.

Figure: New Open Source Announcement).

As of September 30, 2023, Wang Jianqiang holds 10.5 million shares of New Open Source, accounting for 3 of the company's total share capital25% compared to 2095 before it was ousted020,000 shares, a decrease of nearly half.

The share price of New Open Source has also been sluggish under the influence of infighting and shareholders. As of February 26, the company's share price closed at 17 yuan shares, which is almost the same as the company's average stock price in 2021.

If Wang Jianqiang's shares are because of the loss of control of the company, then Wang Donghu and Yang Haijiang's shares are even more elusive to the outside world.

From September to October 2020, Wang Donghu accumulated 323 companies070,000 shares, with cash funds of about 60 million yuan.

Figure: New Open Source Announcement).

In June 2021, Wang Donghu transferred 9.69 million shares to Haitong ** through an agreement transfer. In March 2023, Wang Donghu once again ** 2.6 million shares, cashing out more than 50 million yuan.

Since 2020, Wang Donghu has exceeded 15 million shares of the company through agreement transfer and other means, accounting for more than 4% of the company's equity79%。According to incomplete statistics, since 2020, Wang Donghu has cashed out about 300 million yuan.

In addition to **, Wang Donghu also obtained funds through equity pledge. As of September 14, 2023, after Wang Donghu released the original equity and re-pledged it, the latest number of pledged shares is 14 million shares, accounting for 31 of the total shares82%。

Compared with Wang Donghu's 15 million shares, Yang Haijiang's number is much less. According to the data, on December 31, 2019, Yang Haijiang held the new open source 1465120,000 shares. As of September 30, 2023, Yang Haijiang's shareholding in the company decreased to 980620,000 shares, a decrease of about 4.84 million shares.

As the actual controllers of the company, Wang Donghu and Yang Haijiang hold too low a proportion of the company's equity, which has always been an important factor in the instability of the company's governance structure. In this context, Wang Donghu and Yang Haijiang did not increase their holdings and expand their shareholdings, but continued to reduce their shareholdings by **.

According to the information disclosed in the announcement, most of the reasons for Wang Donghu and Yang Haijiang's new open source shares are personal capital needs. However, as the actual controller of a listed company, it is doubtful whether he is really so short of money.

According to the fixed increase plan announced by the new open source on February 20, 2024, Zhang Junzheng, chairman of the company, and Yang Hongbo, vice chairman of the company, took over the new open source 62.3 billion yuan fixed increase. Zhang Junzheng is Wang Donghu's son-in-law, and Yang Hongbo is Yang Haijiang's son.

From this point of view, it is difficult to say that Wang Donghu and Yang Haijiang's ** were caused by lack of money. Judging from the time of the two people, most of them were completed when the company's stock price was relatively high.

According to the relevant private placement regulations of listed companies, as long as the base date of the private placement is determined, you can enjoy about 20% off the average stock price 20 days before the benchmark date.

It is worth noting that on February 5, 2024, the share price of New Open Source once fell to 1203 yuan shares, the stock price hit a new low of about one and a half years. Although the stock price cannot be used as the final reference price, the announcement of a fixed increase in this range is undoubtedly very suitable for Zhang Junzheng and Yang Hongbo.

The parents and children plan to take it back at a low price, and I have to say that the Wang Donghu family and the Yang Haijiang family are far better than ordinary investors.

Although the company's actual controllers are infighting and the company's shares are large-scale, it has not affected the continuous improvement of the performance of the new open source.

In 2020, the net profit attributable to the parent company of Xinkaiyuan was only 44.57 million yuan. In 2023, according to Xinkaiyuan, the net profit attributable to the parent company will be 500 million yuan to 5400 million yuan, an increase of more than 11 times compared with 2020.

From the perspective of revenue, the new open source revenue is mainly composed of two parts: fine chemicals and precision medicine. Fine chemicals are the main revenue of New Open Source**, and in 2022, the revenue of fine chemicals will be 128.5 billion yuan, accounting for 86% of the company's revenue53%。

The main products of Xinopenyuan Fine Chemical are PVP, that is, chemical products, and the downstream application market is mainly medicine, daily cosmetics, food and beverage, etc. Among them, medicine and daily cosmetics are the two largest application fields of PVP, and in the past two years, PVP has also been gradually applied in the lithium battery and photovoltaic industries.

According to the information disclosed by New Open Source, as of the end of 2022, New Open Source is the third largest manufacturer in the world and the largest in China.

In 2022, the production and sales volume of new open source PVP will reach 140,000 tons, an increase of 204 tons from 4,600 tons in 201435%。In 2023, Xinkaiyuan expects the company's PVP production and sales to reach 20,000 tons, a further increase from 2022. If the company's trial production project is fully put into production, the new open source PVP production capacity will reach 350,000 tons, if successfully reached, Xinkaiyuan will become the world's largest PVP producer.

Figure: New Open Source Annual Report).

An important reason for the substantial growth of Xinkaiyuan's performance in recent years is the continuous expansion of PVP production and sales. In 2022, due to the shutdown of BASF's German plant of BASF, the world's largest PVP producer, the PVP market was in short supply, making PVP** all the way up.

In recent years, the company's profitability has become stronger year by year. According to the data, in the first three quarters of 2023, the company's gross profit margin was 5992%, compared to 49 in the same period in 202285% is increased by more than 10%.

Only in the domestic PVP field, the new open source can be said to have no rivals. However, unlike other large chemical products, PVP is not used in much in the production of pharmaceuticals and cosmetics, so the overall demand is not large. Relevant statistics show that the total annual consumption of PVP in the world is only 100,000 tons, and after the successful production, the production capacity of Xinkaiyuan itself will reach 350,000 tons.

At present, the industry with the fastest growth in demand for PVP is lithium batteries, and the PVP usage of 1GWh batteries is about 15 tons. According to the relevant person in charge of the company, the shipment volume of new open source PVP in the lithium battery industry in 2022 will be 2,000 tons, and it is expected to grow to 5,000 tons in 2023, accounting for 80% of the domestic lithium battery PVP market.

Therefore, whether the company's new PVP production capacity can be fully digested depends on the growth of new energy vehicle sales. It is worth noting that BASF's PVP production capacity has been partially shut down, resulting in a shortage of products, which makes the product continue to be produced.

In the future, once BASF resumes production, the tension will be eased, and the PVP will most likely decline. In addition, the main raw material of PVP, calcium carbide, has fallen to the bottom, and the industry has begun to passively reduce production capacity, and there is a high probability that calcium carbide will rise in the future.

Under the influence of many unfavorable factors, there are great doubts about whether the new open source can maintain a gross profit margin of about 60% in the next few years.

However, it is certain that with the new production capacity put into operation, the advantages of Xinkaiyuan in the domestic PVP field will be further increased, and it will also surpass BASF internationally and become the world's largest PVP manufacturer.

In the future, as long as the sales of new energy vehicles continue to maintain high growth, or PVP is further applied to other fields, the new open source will fully benefit.

The title picture in the article comes from: Camera.com, based on the VRF protocol.

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