Four years ago, Qingshan Paper (600103.SH), which had a weak business operation, suddenly raised nearly 2.1 billion in capital. Jitu turned itself into a "white horse stock" with an "ultrasonic pulping" technology.

  Four years later, the raised investment fund is still 1.7 billion in the account, but the project is difficult to continue.

  A reporter from China Business News combed through public information and found that this 1.7 billion idle fundraising funds had contributed "half of the country" to Qingshan Paper's profits in recent years.

More importantly, the reason why the fundraising project has not been implemented in the past four years may not be the company's claim that the "pilot test effect is not up to standard", but that the key patent technology involved in the fundraising project has been involved in an "infringement lawsuit." This key patented technology is the key to the implementation of the 2 billion project.

However, the company did not fully disclose this information.

Half of the profits depend on "interest"

  Four years ago, Tsingshan Paper's private placement was useless, and now it has become a “big problem”.

  On the evening of October 25th, Tsingshan Paper announced that nearly 2.1 billion funds raised by private placement in September 2016, after deducting issuance costs and part of the funds used, up to now, the total balance of raised funds and income and interest income is 1.736 billion Yuan, idle on the account.

  This 1.736 billion capital accounted for nearly 30% of Qingshan Paper's total assets.

  The board of directors of Tsingshan Paper decided to set the maximum amount of 1.736 billion yuan to carry out rolling cash management of this idle fund within the validity period authorized by the board of directors.

  As of June 30, 2020, Tsingshan Paper's money has been used to purchase cash management products of 1.380 billion yuan.

  However, as of the end of June 2020, Tsingshan Paper's book currency funds, plus "transactional financial assets" mainly for wealth management products and structured deposits, totaled only 1.67 billion yuan.

This shows that Tsingshan Paper looks "very rich" on its books, but in fact, after removing the idle funds, the books are basically out of money.

  As of October 23, 2020, 527.6 million yuan has been used in the raised funds.

As of November 13, 2020, it is estimated that the accumulated wealth management income and interest income will be 212 million yuan.

  From 2017 to the first half of 2020, Tsingshan Paper's consolidated net profit was only 440 million yuan, and the yield of idle funds over 1.7 billion reached 212 million yuan, accounting for nearly 50%.

This shows that in the past few years, Qingshan Paper has had nearly half of its net profits relying on this idle fund to "eat interest."

  Of the used funds of RMB 527.6 million, RMB 400 million was used to supplement working capital, while RMB 127.6 million was used for the renovation project of the No. 3 paper machine of the first phase of the original fund-raising project-130,000 tons of high-end packaging paper (food and non-food (Packaging) production line transformation, and make it have the same production capacity of non-food packaging base paper during the transition period.

The project was delivered to use in the second half of 2016. As of the end of the reporting period, a total of 127.6 million yuan of raised funds had been invested.

  The benefits of this renovation project are not ideal.

According to the previously disclosed information, in 2019, the 3# paper machine sales product realized a benefit of -37,268,600 yuan; the 3# paper machine product in the first half of 2020 realized a benefit of -29,036,600 yuan.

  The main project of the fund-raising project is the "Technical Renovation Project for Annual Production of 500,000 tons of Food Packaging Paper", with a planned total investment of 2.2 billion yuan.

But apart from the above-mentioned No. 3 paper machine renovation project, the main project has not progressed.

  Shi Jian, investment director of Zhengjing Consulting, who has been paying attention to the private placement plan of listed companies for a long time, told China Business News that in general, the "private placement" projects of listed companies are judged to be reliable. Four factors can be investigated: First, the company's main business is sustainable profitability Weak ability, will continue to raise investment projects will result in increased revenue but not profit; second, the company uses raised funds for cross-border acquisitions, or most of them are used to supplement working capital; third, the investment capacity and identity of the target Qualification is also one of the key points of the investigation, whether there may be major shareholders or actual controlling shareholders signing equity mortgage and guarantee agreements; in addition, the market prospects of fundraising projects.

  "If the above factors have negative indicators, it may indicate that the fixed investment project is'unreliable'," Shi Jian said.

Is fundraising project blocked from involving patent litigation?

  After the funds raised in September 2016 were in place, Tsingshan Paper invested in the ultrasonic bamboo wood pulp pilot production line in April 2017 to organize in-depth R&D and trial production using bamboo wood as raw materials. However, the company said that the relevant pilot product technology and The indicators have not met expectations, coupled with the major changes in the external environment since then, the project has not been able to proceed as originally planned.

  However, a reporter from China Business News found that the actual situation may not be the case.

  In 2016, when Tsingshan Paper released the feasibility analysis report and private placement plan for the fundraising project, it was expected that after the project was completed and put into production, it would earn an average annual after-tax net profit of 468 million yuan, with an after-tax internal rate of return of 24.82%.

The company's annual net profit has not exceeded 50 million yuan in several years.

  After the raised investment funds were received, the company's stock price also reached a stage high-near 5.3 yuan, and the latest closing price was 2.03 yuan.

  In 2015, Tsingshan Paper introduced ultrasonic pulping patents and related talents through mergers and acquisitions. In 2017, it also established a subordinate research institute to in-depth research and development of ultrasonic pulping technology. Directional additional issuance is precisely for the industrialization of this technology.

  Bad signs appeared soon after the acquisition of the technology.

In fact, this patented technology involving 2 billion investment has been accompanied by litigation disputes since the fundraising was put in place, and the ownership of its patent rights has even been disputed for a long time.

  In July 2017, the company announced that it had received a civil complaint.

The two natural person plaintiffs believed that the "related patented technology" assigned by Qingshan Paper had not been licensed by them.

Ask Qingshan Paper to stop using 28 patented technologies; and ask two defendants including Qingshan Paper to compensate 72 million yuan in losses.

  After protracted litigation, in January 2019, Tsingshan Paper announced that the company won the first instance in the case.

  Regarding the aforementioned patent litigation, Qingshan Paper stated that the company has completed the patent payment and patentee change procedures under statutory procedures, and the in-depth research and industrialization of related patents is in progress. The company's normal production and operation and technology research and development The work was not substantially affected. The essence of the case was an interest dispute between the plaintiff and other defendants due to historical reasons, which had nothing to do with the company.

  Experienced marketers infer from this that Tsingshan Paper’s major fundraising has not been implemented for 4 years, and the unsuccessful test may be just one of the reasons, and the more important reason may be the patent dispute.

But the company may not fully disclose this.

  At the beginning of the lawsuit in July 2017, Tsingshan Paper had not clearly disclosed the "relevant patent rights", that is, "ultrasonic pulping", but used the vague words "patented technology in this case" and "related patented technology".

It was not until the 2018 annual report that the company disclosed that the litigation dispute involved "ultrasonic pulping technology."

Even so, the company has not yet clarified whether the technical dispute will directly affect the implementation of the fundraising project.

  A professional legal person analyzed the CBN reporters that in July 2017, when the patent litigation occurred, Tsingshan Paper did not fully disclose the core information of the case and did not clearly disclose the relevance of the case to the major investment projects. It was not until the 2018 annual report that "one half a hour" was disclosed, during which time span was nearly a year.

And this major fundraising project directly affects investors' value judgments on Qingshan Paper.

If the above-mentioned association is a major matter, the company is suspected of deliberately concealing or false disclosure.

  A reporter from China Business News found that Tsingshan Paper acquired the technology in 2015, but suddenly made "asset impairment" in 2018. The name is "an integrated process of pulping with ultrasonics-bleaching" The patented technology of the company is listed in the “intangible assets”. The original book value of the intangible asset is 300 million yuan, and the amortized value at the end of 2018 is 230 million yuan. The use of this technology has failed to make the pilot product of the fundraising project The quality meets the design requirements, and in 2018 the company also devalued its assets by 30 million yuan.

  At present, Tsingshan Paper won the first-instance patent lawsuit in the "ultrasonic pulping" patent litigation, whether the losing party continues to appeal, and the impact on the fundraising project, the company has not disclosed.

  Regarding the company's 500,000 tons of food packaging paper fundraising project, whether it was not successfully launched due to patent disputes, and whether the company has incomplete and inaccurate information disclosure on this patent technology, a reporter from China Business News called Tsingshan Paper, but the company did not respond to the article.

  Author: Zhang Lihua