Huafang Textile Seized The Opportunity To Sell Shell To Major Shareholders Or Evade Responsibility During Litigation

hfang spin Although the company is involved in a loan dispute and has not yet escaped, this does not affect the restructuring of the company.

Huafang Textile, whose trading was suspended for more than a month, disclosed the progress of asset restructuring on October 26, saying that the company planned to inject 100% equity of Zhejiang Jiahua Energy and Chemical Co., Ltd. (hereinafter referred to as Jiahua Energy) into the assets of this restructuring.

The shareholders of Huafang Textile are not enthusiastic about this restructuring. Some shareholders of Huafang Textile told the reporter of Securities Daily that the company had failed to restructure many times, and still had no hope for this restructuring.

A person close to Huafang Textile disclosed to the reporter that this restructuring of Huafang Textile is actually a way for Huafang Group, a major shareholder of the company, to evade responsibility. "The major shareholder of Huafang Textile had previously sold the equity of its subsidiary to the listed company at a high price. At the same time, Huafang Group also speculated in the concept of new energy and reduced its shareholding in the company at a high price."

In this regard, Zhao Jiangbo, the secretary of Huafang Textile, told reporters that it was not convenient to disclose or accept interviews. To this end, the reporter called Zhao Jiangbo many times, but the phone has been unable to get through.

Jiahua Energy Backdoor

It is understood that Jiahua Energy had intended to IPO before and planned to raise about 1 billion yuan. For this reason, the company applied to Zhejiang Provincial Environmental Protection Department for listing environmental protection verification in March 2012. However, with the IPO temporarily closed, Jiahua Energy had to change its way to Huafang Textile.

According to the data, the predecessor of Jiahua Energy is Zhejiang Jiahua Industrial Park Investment Development Co., Ltd., which was founded on January 20, 2003. Its main business is to provide steam heating for Zhapu Economic Development Zone and surrounding enterprises in Jiaxing City, Zhejiang Province, and to produce and sell chlor alkali, fatty alcohol (acid), ortho para and sulfuric acid series of chemical products.

The restructuring plan shows that the company takes all its assets and liabilities as the assets to be disposed of, and replaces them with the equivalent of 100% equity of Jiahua Energy owned by 96 parties such as Jiahua Group. The difference between the value of the assets to be disposed of and the value of the assets to be disposed of, the company will issue shares to 96 parties such as Jiahua Group for purchase.

It is understood that, on the basis of the implementation of the aforementioned restructuring plan, the company plans to raise supporting funds in the form of non-public issuance of shares, and the amount of the raised supporting funds does not exceed 25% of the total amount of this transaction. Whether the raised supporting funds are implemented or whether the supporting funds are raised in full will not affect the implementation of the aforementioned restructuring plan.

As this restructuring plan is subject to the Restructuring Plan approved by the board of directors of Huafang Textile, and the final plan is subject to the Restructuring Report approved by the shareholders' meeting, there is still uncertainty in this restructuring. It is reported that the company was originally scheduled to disclose the plan for this major asset restructuring before October 26, 2013. Because the parties involved in the restructuring plan are still further discussing, demonstrating and improving, the company will continue to suspend trading from October 26, 2013.

Huafang Textile said that the company strives to disclose the required Plan for Major Asset Restructuring before November 26, 2013. At the same time, the company's shares will resume trading after the Board of Directors has reviewed and approved the Plan for Major Asset Restructuring and announced it.

Escape of major shareholders?

"The major shareholder intends to transfer its shares to a local company in Zhangjiagang." A person familiar with the matter told the reporter that the current performance of Huafang Textile is obviously poor, and the stock price is difficult to hype. In addition, the company's major shareholder Huafang Group's promise to go public as a whole has not been fulfilled, so Huafang Group will decide to withdraw from the listed company, so that it can also get a large sum of money.

According to the above-mentioned insiders, this restructuring of Huafang Group is also suspected of evading responsibility. "Previously, Huafang Group raised the price of its subsidiary to a listed company through evaluation to make profits for itself."

According to the reporter's review of Huafang Textile's announcement, in January 2011, the company issued an asset acquisition announcement that Huafang Xiajin Textile Co., Ltd., a wholly-owned subsidiary of the company, planned to acquire some spinning equipment assets owned by Huafang Group Cotton Textile Co., Ltd. (referred to as cotton textile company).

Huafang Textile said that as of November 2010, the total assets of the cotton spinning company were 1.4 billion yuan, and the net assets were 680 million yuan. From January to November 2010, the main business income was 1.493 billion yuan, and the operating profit was 120 million yuan; In 2009, the company realized its main business of 1.383 billion yuan and net profit of 17.483 million yuan.

According to insiders, Huafang Group has repeatedly obtained land from the local government at a low price, then loaded the old equipment into the subsidiary, and then sold it to the listed company at a high price through evaluation.

The reporter found that the total appraisal value of the cotton spinning company mentioned above was 38.4989 million yuan, with the appraisal value added of 22.4319 million yuan, and the appraisal value added rate was 139.61%. It is worth noting that the value-added rate of machinery and equipment of cotton spinning company is 141.5%.

In addition, the above insiders also said that Huafang Group had frequently received fund and securities people in 2009. Since then, the company's share price has soared due to the new energy concept, and the company's share price has risen from 3 yuan/share to 18 yuan/share, while Huafang Group has taken this opportunity to reduce its holdings at a high level.

According to the reporter's investigation, Huafang Textile was favored by the market for its investment in Jiangsu Litian New Energy Technology Co., Ltd. in 2009. At the same time, some securities analysts strongly recommended the company's lithium battery business in 2009. Since then, the share price of Huafang Textile has risen all the way. As of April 22, 2010, the company's share price hit 18.79 yuan/share, the highest since the listing of Huafang Textile.

Coincidentally, Huafang Group reduced its 15.7 million shares of Huafang Textile on April 22, 2010, accounting for 4.98% of the total share capital of Huafang Textile. It has to be said that Huafang Group has chosen a precise price to reduce its holdings and sold its shares at the highest price in history.

Undisclosed equity disputes

Perhaps due to the influence of Huafang Textile's involvement in the loan dispute, shareholders of Huafang Textile feel uneasy about the restructuring of the company. At the same time, because Huafang Textile had two previous restructuring failures, the success of this restructuring is also a concern of the company's shareholders.

Looking back, on July 31, 2007, when Huafang Textile completed the non-public offering of shares to acquire 100% of the shares of Xiajin Cotton Industry and Xiajin Textile, the controlling shareholder of the company, Huafang Group, promised that the group would gradually inject Huafang Group's cotton textile business and assets into Huafang Textile within six years, so as to realize the overall listing of cotton textile business and assets. Unfortunately, Huafang Textile launched its overall listing plan twice in 2008 and 2011, but none of them succeeded.

So far, the commitment time for the overall listing of the company has come, but the company has not achieved the overall listing. The shareholders of the company were filled with righteous indignation at the failure of the major shareholders of Huafang Textile to keep their promises.

So, will this restructuring of Huafang Textile succeed? Some shareholders of the company are worried that the current lawsuits facing the company will affect the restructuring of the company. Some lawyers also said that whether the lawsuit faced by the company will affect the company's restructuring mainly depends on whether the amount involved will affect the future operation of the company.

In fact, according to the latest news obtained from the Jiangsu Higher People's Court, Huafang Textile is currently facing not only a loan dispute, but also an equity dispute brought by Xiao Zhaoya. It is understood that the amount of the case brought by Xiao Zhaoya is as high as 40 million yuan, far higher than the 12 million yuan that Huafang Textile sued Xiao Zhaoya.

According to Xiao Zhaoya, the equity dispute case has been filed, but Huafang Textile has not yet disclosed it.