In recent years, Zhangzidao (002069.SZ), which has "a lot of dramas", has made a new announcement. This time, the scallops did not run away, but the controlling shareholder may be forced to "leave".
On February 24, Zhangzidao disclosed the announcement that the 109.96 million shares held by the company's controlling shareholder, Changhai County Zhangzidao Investment Development Center (hereinafter referred to as "Zhangzidao Investment"), will be held on the Beijing Equity Exchange Online Judicial Auction Platform. public auction.
If this auction transaction is completed, it will lead to changes in the company's controlling shareholder and actual controller.
After the announcement of the high-proportion auction of major shareholders' equity, Zhangzidao's stock bar became extremely lively.
Some investors said that "it is long overdue to delist", some investors said that "auction is a good thing for stocks", and some investors laughed at themselves "persistently, the scallops that have run away will bring reinforcements back."
In early trading on the 24th, Zhangzidao's stock price fluctuated greatly.
In early trading, the stock price once rose by more than 6%, and then quickly fell back to the green. It closed neither up nor down, at 3.81 yuan per share.
Zhangzidao may change hands
According to public information, Changhai County Zhangzidao Investment and Development Center was established on December 20, 2000. It is a collectively owned enterprise. Its registered place and main production and operation place are Shabao Village, Zhangzidao Town, Changhai County, and its business scope is Zhangzidao Town, Changhai County. Management of collective assets, project investment, economic information consultation, etc.
Since Zhangzidao was listed, Zhangzidao Investment has been the company's largest shareholder, with a maximum shareholding ratio of 47.66%.
As of the announcement date, Zhangzidao Investment held 160 million shares (159.9689 million shares) of Zhangzidao's unrestricted tradable shares, accounting for 22.4956% of the company's total share capital of 711 million shares.
In fact, almost all 160 million shares are pledged and frozen (159.96 million shares), accounting for 99.9944% of the company's shares and 22.4943% of the company's total share capital.
According to calculations, the 109.96 million shares auctioned this time accounted for 68.7384% of the company's total shares held by Zhangzidao Investment and 15.4631% of the company's total share capital.
The auction time is from 10:00 on March 25th to 10:00 on March 26th (except for delays), the starting price is 343 million yuan, the deposit is 35 million yuan, and the price increase is 1 million yuan or an integer multiple.
This means that if all the shares are successfully auctioned this time, the shareholding ratio of Zhangzidao Investment Development Center will be reduced to 7.03%, and its status as the controlling shareholder of the company will no longer exist.
It is worth noting that, in addition to Zhangzidao Investment, the largest shareholder, the third and fourth largest shareholders, Zhangzidao Economic Development Center of Changhai County, hold 51,286,800 shares and Zhangzidao Economic Development Center of Changhai County. The 38 million shares of Zhangzidao Investment were also judicially frozen by the Intermediate People's Court of Dalian City, Liaoning Province on the same day (December 21, 2021) as the 160 million shares held by Zhangzidao Investment.
Moreover, the accumulated shares held by the above two shareholders have reached 100%.
Why the shares of the largest shareholder were auctioned, and why the shares of the third and fourth largest shareholders were also frozen? After reviewing the announcement, it can be found that the above-mentioned three major shareholders had pledged their shares to Ping An Securities for financing needs. Failure to complete the repurchase and repayment obligations of the share pledge.
On October 15 last year, three shareholders received the "Shenzhen Court of International Arbitration Award" due to a dispute with Ping An Securities over the pledged securities repurchase, and demanded to repay the principal of the financing funds to Ping An Securities and pay the corresponding liquidated damages and be liable for compensation. .
In fact, this is not the first time that the shares held by Zhangzidao Investment have been auctioned, sold off and paid off debts.
From 10:00 on June 28, 2021 to 10:00 on June 29, 2021 and from 10:00 on July 1, 2021 to 10:00 on July 2, 2021, the Suzhou Intermediate People's Court of Jiangsu Province will be on the Taobao judicial auction platform The second judicial public auction was held for the 58.7999 million shares invested by Zhangzidao, the person subject to execution. The bidders Gu Bin and Yan Lin won 10 million shares each at the highest price of 29.2 million yuan, and the remaining 38.7999 million shares were passed in the second auction. .
In addition, according to the "Executive Ruling of the Suzhou Intermediate People's Court of Jiangsu Province" ((2021) Su 05 Zhi No. 225-5), the 8,799,900 shares (1.2375% of the company's total share capital) held by Zhangzidao Investment were priced at RMB 25.7 million yuan was delivered to Soochow Securities, the applicant for execution, to settle the debt.
From 10:00 on August 7, 2021 to 10:00 on October 6, 2021, the Suzhou Intermediate People's Court of Jiangsu Province conducted a judicial public sale of 30 million shares held by Zhangzidao Investment, the person subject to execution, on the Taobao judicial auction platform. Bidder Zhang Yuezhou won 20 million shares at the highest price of 58.8 million yuan, and bidder Xu Yi won 10 million shares at the highest price of 29.5 million yuan.
From June 28, 2021 to October 6, 2021, Zhangzidao Investment has accumulated 58.7999 million shares that have been auctioned, sold and paid off debts, accounting for 8.2687% of the company's total share capital.
The number of shares it holds in the company has changed from 219 million shares to 160 million shares, and its shareholding ratio has changed from 30.7643% to 22.4956%.
Now, 109.96 million shares will finally stand on the auction seat, and it is unknown where the remaining shares will go.
The performance depends entirely on the sale of "household property" and government subsidies
Judging from the performance of the past years, Zhangzidao can be described as a "big loss". In addition to the loss of 1.189 billion in 2014, it also lost 243 million, 444 million and 392 million in 2015, 2017 and 2019 respectively.
In 2020, Zhangzidao’s losses decreased, with a net profit loss attributable to 143.9 million yuan after deduction.
The latest performance forecast shows that although Zhangzidao's hopes of turning losses into profits in 2021 have been dashed, the net profit attributable to shareholders of listed companies has finally been obtained.
According to the annual performance forecast, the company expects to realize a net profit attributable to shareholders of listed companies of about 6 million-9 million yuan during the reporting period, a decrease of 59.59%-39.39% over the same period of the previous year; it is expected to achieve a net profit loss of 80 million-1.2 billion.
From 2017 to 2020, the reasons given by the company were that the scallops starved to death, the scallops ran away, etc. In short, the scallops were "not sensible".
Due to the help of the Beidou satellite navigation system, the regulatory authorities found that Zhangzidao was suspected of financial fraud and failed to disclose performance in a timely manner and many other violations of laws and regulations, and punished Zhangzidao in accordance with the law on June 24, 2020.
At the same time, Zhangzidao received administrative penalties from the China Securities Regulatory Commission due to illegal information disclosure.
So this time, it is impossible to let scallops continue to take the blame. How does the company explain the poor performance?
The company stated that due to the impact of the new crown epidemic and the international trade situation on the company's import and export business, the input and output capacity of the marine ranch has not fully recovered, and the continuous appreciation of the RMB has led to foreign currency asset exchange losses. Expenses, some assets were impaired, dragging down the company's overall performance.
Zhangzidao specifically mentioned in the announcement that the company sold the relevant assets of Long Island Company and Zhuanghe Branch during the reporting period, and received government subsidies and other non-recurring profit and loss items.
In other words, in addition to accruing losses, the company's accounts rely on either "selling assets" or government assistance, and most of it occurs in the fourth quarter.
Among them, in the fourth quarter, the company received the government's subsidy for the suspension of production and production of the cold chain industry affected by the Dalian new crown pneumonia epidemic, and the sale of related assets of Zhuanghe Branch increased the company's income by about 120 million yuan; reached a transaction with Changying Company and formally signed the assets. After the transfer agreement and the capital increase agreement, a transfer payment of 95 million yuan and a capital increase of 25 million yuan were received and so on.
Moreover, on the same day as the announcement of the 2021 results, Zhangzidao also disclosed another announcement saying that it is expected that 33.6117 million yuan of inventory depreciation reserves will be made in 2021, including 3.3499 million yuan of inventory commodities and 28.7044 million yuan of consumable biological assets.
The previously announced three quarterly reports show that the company's net profit attributable to shareholders of listed companies in the first three quarters was -30,000,900 yuan, and the net profit attributable to shareholders of listed companies after deducting non-recurring gains and losses was -17,946,900 yuan, attributable to listed companies. Owner's equity of shareholders - 26.7962 million yuan.
Faced with this "orderly combination of increases and decreases", the Shenzhen Stock Exchange quickly issued a letter of concern, requesting Zhangzidao to explain in detail the reasons and rationality for the changes in financial indicators in the fourth quarter, among which the owner's rights and interests attributable to shareholders of listed companies should be dealt with. The major changes are highlighted, and on this basis, whether there is a surprise transaction at the end of the year to avoid the delisting risk warning of stock trading, and the reasonable compliance of the relevant accounting treatment.
At the same time, it will explain in detail the reasons, basis and rationality for the provision for inventory depreciation, and focus on the depreciation of consumable biological assets. sex.
After August last year, Zhangzidao’s stock price has been in a sideways state for a long time.
However, since the beginning of this year, especially before and after the announcement of the performance forecast, the stock price has fluctuated greatly. The turnover rate on the trading day is close to or even more than 10%.
This is not unrelated to the dispersion of the company's shareholders.
The data shows that although the latest number of shareholders in Zhangzidao has dropped to the latest 47,400 from 55,000 in the same period in 2020, it still ranks high among 976 stocks with a market value of less than 3 billion yuan, and the number of shareholders is ranked 51st.