St Boson'S Last Fight In The Face Of Favorable Expectations Of Turning The Loss

"The company realized a net profit of 10.8668 million yuan to the parent company in the whole year, turning losses into profits."

This is the report card of * ST Boxin in 2020.

In 2020, the company realized a net profit of 10.8668 million yuan to its parent company, and achieved a profit of 613700 yuan in the first quarter of this year.

In the face of the favorable expectation of turning around the deficit, * ST Boxin had issued three risk warning announcements of "possible delisting risk warning".

According to the new delisting rules of Shanghai Stock Exchange, if the company's net profit in 2020 is negative and its revenue is less than 100 million yuan (the lower of "net profit" before and after deducting non business income, "revenue" shall deduct income unrelated to the main business and having no commercial real income), the company's shares will continue to be subject to delisting risk warning after the disclosure of the annual report.

According to its annual report, the company's revenue in 2020 will be 244 million yuan, an increase of 43.01% over the same period last year. However, after deducting 237 million yuan of new trade income and other income unrelated to the main business, the revenue of * ST Boxin is only 7.131 million yuan, which is lower than the removal standard of 100 million yuan.

At the same time, the company's net profit after deducting non-profit was 24.496 million yuan.

This means that * ST Boxin will continue to "shine the stars and wear the moon" and be warned of delisting risk after receiving the offer from the state owned assets and assets Office of Suzhou Gusu District, although it will turn the annual report into a profit in a short period of time.

According to the reporter of the 21st century economic report, after landing on the main board of the Shanghai Stock Exchange on June 6, 1997, * ST Boxin has changed its owners for several times in the past 24 years, and has been warned of delisting risks for several times. Up to now, it is still stiff and immortal, and is known as the shell resource "zombie stock" of a shares.

This time, there are also many questions about what changes the SASA Office of Suzhou Gusu district will make after taking over, and whether it can realize the bail-out of listed companies and realize sustainable development.

Shell resources "zombie stocks"

After half a year's operation, on April 22, 2020, * ST Boxin issued a notice of change of ownership. Suzhou Shengjun, the controlling shareholder of the company, and Luo Jing, the actual controller of the company, irrevocably entrusted the voting rights corresponding to 65.3001 million shares and 1.25 million shares held by them to Suzhou historical and cultural city protection group (hereinafter referred to as "Suzhou culture"), with an effective period of 60 months.

After Suzhou culture took over, the voting shares of * ST Boxin which can be actually controlled accounted for 28.93% of the total share capital of the company. The controlling shareholder of the company was changed to Suzhou culture, and the actual controller was the state owned Assets Management Office of Suzhou Gusu district.

According to the statistics of the 21st century economic report, after the completion of the change, * ST Boxin has experienced six changes of ownership since its listing.

*St Boxin was formerly known as Hongguang industry, a state-owned holding company with fraudulent listing.

In June 1997, in order to be listed on the stock market, Hongguang industry adjusted its financial data knowing that the company had a loss of more than 50 million yuan in 1996. It falsely increased and falsely reported the profit of 1996 by more than 100 million yuan, realizing fraudulent listing.

After listing, Hongguang Industrial Co., Ltd. has accumulated losses of more than 700 million yuan for three consecutive years, setting a "record" in the A-share market at that time.

The former chairman and general manager of Hongguang Industrial Co., Ltd. were sentenced successively in 2000 for committing the crime of fraudulent issuance of shares. As a result, Hongguang industry became the first listed company in China where senior executives were convicted of fraud in issuing shares.

"Red light incident" is still a typical case of A-share market.

In May 1999, Hongguang Industrial Co., Ltd. was subject to "ST" special treatment. In May 2000, its stock was suspended from trading and entered into "PT" (special transfer).

Since then, the company has become a shell company in the capital market. However, it has been unable to get out of the business predicament after several changes of owners.

In May 2001, the Ministry of Finance approved that Hongguang industrial group's 34.62% state-owned shares of Hongguang industry group were transferred to Guangdong Fudi Technology Corporation for free. In May 2003, the name of the company was changed from "Chengdu Fudi technology" to "Chengdu bosun digital".

In January 2007, the company completed the reform of non tradable shares. In March of that year, the company name was changed to "Guangdong Boxin investment".

In October 2009, Shenzhen Boxin investment, the former largest shareholder of the company, transferred 14.09% of the shares of * ST Boxin to Yang Zhimao, who became the largest shareholder of the listed company.

In November 2015, Yang Zhimao, the original actual controller of the company, transferred all of his 14.09% shares of the company to Shenzhen Qianhai Jizhuo investment, and Shenzhen Qianhai Zhuo investment became the controlling shareholder of * ST Boxin.

However, Shenzhen Qianhai Zhuo investment did not control the listed companies for a long time, and the company fell into a fierce battle for controlling rights.

In September 2016, Tibet Kangsheng, the former shareholder of * ST Boxin, increased the company's shares through centralized bidding, accounting for 16.51% of the company's total share capital, surpassing Shenzhen Qianhai Jizhuo investment and becoming the largest shareholder of the company.

The company's former controlling shareholder Shenzhen Qianhai Jizhuo investment and the company's original third largest shareholder Zhu Fenglian signed a share transfer agreement with Suzhou Shengjun in July 2017, transferring a total of 28.39% of the company's equity to Suzhou Shengjun. After the transfer, Suzhou Shengjun became the largest shareholder of * ST Boxin, and the company's controller was changed to Luo Jing.

Until the state owned assets Office of Suzhou Gusu district took over the offer, * ST Boxin returned to state-owned assets holding again.

Over the past 20 years, the company has changed owners for several times without any substantial change in the company's business. The name of * ST Boxin has changed from Hongguang industry to st Hongguang, to st bosun, and then to * ST Boxin. However, the company has never lost its st hat and has become a rigid and immortal A-share company.

All out to protect the shell

It is worth noting that the state-owned assets Office of Suzhou Gusu District, which is the owner of * ST Boxin, is also not favored by investors.

Since the announcement of the change of actual controller on April 22, the stock price of * ST Boxin has continuously set a number of down limits, from the high point of 7.17 yuan / share on April 22 to 5.22 yuan / share at the close of May 7, with a cumulative decline of 27%.

According to the 21st century economic report, Suzhou culture is mainly engaged in the investment, development and operation management of cultural tourism projects such as ancient city protection.

By the end of 2020, Suzhou cultural revenue was 405 million yuan, net profit was 92.5873 million yuan, the total assets of the company at the end of the period was 8.704 billion yuan, and the debt ratio was 42.90%.

As for the equity change of * ST Boxin, Suzhou Culture said that its main purpose is to rescue the listed companies. After obtaining the control right, it will optimize the management and resource allocation of the listed companies, improve the sustainable operation ability and profitability of the listed companies, and help the listed companies enter the track of sustainable, healthy and stable development.

An analyst from a head securities firm in Beijing told the 21st century economic report that * ST Boxin is the shell resource of a time-honored brand. Judging from the current situation of the company, the remaining assets of the company only have shells. The state owned assets Office of Suzhou Gusu district takes over * ST Boxin mainly focuses on the shell of its main board market.

But at the same time, he said frankly, as for whether the assets can be loaded, it depends on whether it can be covered first.

The 21st century economic reporter consulted the annual report of * ST Boxin and found that after Luo Jing became the owner, the main business orientation of * ST Boxin changed to the research and development and application of core technologies such as artificial intelligence, and was committed to providing top-level intelligent products and services.

However, after three years at the helm, the main business of * ST Boxin did not make great progress.

In 2017, the company's revenue was 87.7394 million yuan, with a profit of 9.224 million yuan. In 2018 and 2019, the company fell into losses for two consecutive years. In 2020, the revenue of * ST Boxin was 244 million yuan, but after deducting the new trade income and other income unrelated to the main business, the company's revenue was only 7.113 million yuan, If it was not for the transfer of the creditor's rights of the subsidiary Boxin Zhitong, which obtained 47.0453 million yuan and received 10.31 million yuan of government subsidies, the * ST Boxin would continue to lose money in 2020.

In June 2019, Luo Jing and other senior executives of * ST Boxin were detained for contract fraud and bribery of non-state staff.

This is also * ST Bo Xin appeared again after the listing of senior executives illegal events.

By the end of 2020, the total number of employees in the parent company and main subsidiaries of * ST Boxin is only 23, including 12 administrative personnel, 4 financial personnel and 7 sales personnel. The company's asset liability ratio is as high as 97.90%, and the equity attributable to the parent owner is only 10.01315 million yuan.

*St Boxin's original main business is facing stagnation, the company must first solve the loss problem and inject new business.

The reporter of 21st century economic report interviewed * ST Boxin by telephone, and its agent did not disclose the company's business layout and asset injection plan.

Suzhou culture has previously publicly said that in the next 12 months, there is no plan to change the main business of listed companies or make major adjustments to the main businesses of listed companies; There is no plan for selling, merging, joint venture or cooperation with others for the assets and business of the listed company or its subsidiaries, or the reorganization plan for the listed company to purchase or replace the assets. At the same time, in the next 12 months, it is not ruled out to increase the shares of listed companies through fixed increase or secondary market.

At present, the measures taken by Suzhou culture to bail out * ST Boxin are mainly to expand heavy machinery equipment leasing and purchase and sales, commodity trade and other businesses on the basis of the original intelligent hardware and derivatives business.

In September 2020, in order to solve the financial difficulties of * ST bosun, the SASA Office of Suzhou Gusu District, together with other parties, set up a relief fund, Suzhou Gusu Xinghong, to provide liquidity support to the company.

According to the financial assistance proposal, Gusu Xinghong intends to provide a loan of no more than 85 million yuan to * ST Boxin to supplement its working capital; It is proposed to provide a total loan of no more than 252 million yuan to Hangzhou xindunbao, a subsidiary of * ST Boxin, to purchase machinery and equipment needed for operation and supplement working capital.

The above loan interest rate is calculated according to the central bank's one-year loan benchmark interest rate (4.35%) down by 10%, that is, 3.915% a year. The loan term is no more than 18 months.

Thanks to the blood transfusion of the new owners of state-owned assets.

*St boson announced that in September 2020, Hangzhou xindunbao, a subsidiary, had signed an agreement with Hangzhou Jintou Financial Leasing Co., Ltd. to purchase no more than 8 shield machines from it with a price of no more than 290 million yuan.

It is worth noting that during the reporting period, * ST Boxin held heavy machinery and equipment, including one shield machine and two gantry cranes, all of which were put into operation. The annual rental income was only 1.3369 million yuan. However, the company's revenue mainly relied on borrowing funds to sell bulk commodities and engineering materials such as aluminum, lead and steel, and realized sales revenue of 237 million yuan in that year.

According to the above-mentioned securities analysts, if Suzhou culture can not realize the rapid profit-making of the new main business of * ST Boxin, the company will still have to face the protection by means of non recurrent profit and loss.

In fact, * ST Boxin certified public accountant also reminded that the company's operating income in 2020 has a significant impact on the financial statements, and there is an inherent risk that the management will manipulate the time point of revenue recognition in order to achieve specific objectives, so revenue is identified as a key audit matter.

Still facing the risk of ownership change

*St Boxin frankly said that after the equity change with Suzhou Gusu District State owned Assets Management Office, if the shares of * ST Boxin held by Suzhou Shengjun and Luo Jing are disposed of judicially, the actual control right of the listed company may change, and the listed company has the risk of unstable control right.

Since July 2019, all the shares held by Suzhou Shengjun, the former controlling shareholder of * ST Boxin, and Luo Jing, the former actual controller, have been involved in contract and loan disputes with Suzhou Mingcheng cultural development partnership (limited partnership), Shanghai Gefei assets, Hangzhou Jintou Chengxing investment management partnership (limited partnership) and Noah (Shanghai) financial leasing, Has been frozen by multiple courts.

The freezing period ranges from two to three years.

According to market analysis, most of the plaintiffs involved in the above-mentioned disputes are equity investment and asset management institutions, which may be interested in the shell resources of * ST bosense.

This also means that if the plaintiff further seeks equity in the company held by Suzhou Shengjun and Luo Jing, the SASA Office of Suzhou Gusu district may face competition for shell resources, and * ST Boxin may change hands again.

In addition, the 21st century economic report reporter survey found that by the end of 2020, the accumulated undistributed profit of * ST Boxin was RMB 316 million.

The reporter consulted an accounting firm in Beijing and learned that the undistributed profits of listed companies are negative, which means that after making profits, they should first make up for the losses before dividends can be paid.

In other words, * ST Boxin has to make up for the losses in the early stage before paying dividends to investors, even if it can solve the problem of shell protection and realize profits.

This once again cast a shadow over the company's development.

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