On February 8, Xinning Logistics issued an announcement rejecting the proposal of the second largest shareholder, Henan Zhongyuan Financial Holdings, to convene a shareholders' meeting and rejecting two directors nominated by Zhongyuan Financial Holdings.
First, in less than February, the company accumulated four loan overdue announcements, and the company was caught infighting
On February 7, Xinning Logistics issued an announcement that the company and its wholly-owned subsidiary Kunshan Xinning Logistics Co., Ltd. added some bank loan overdues, involving an amount of 20 million yuan, accounting for 9.35% of the company's latest audited net assets.
Xinning Logistics said that as of the disclosure date of this announcement, the company has repaid the principal amount of overdue bank loans of 5.0546 million yuan, and the cumulative amount of overdue bank loans of the company and its subsidiaries is 70.9454 million yuan, accounting for 33.17% of the company's latest audited net assets. The accumulated amount of overdue loans guaranteed by the Company to subsidiaries was RMB24 million, accounting for 11.22% of the Company's latest audited net assets.
This is the fourth loan overdue announcement issued by Xinning Logistics since 2022. Xinning Logistics issued loan overdue announcements on January 18, 24 and 25 respectively.
On February 4, Zeng Zhuo, the joint controlling shareholder of Henan Zhongyuan Financial Holdings, submitted to Xinning Logistics the letter on requesting the Board of Supervisors to convene the Extraordinary General Meeting of Shareholders of Jiangsu Xinning Modern Logistics Co., Ltd., which was jointly signed by Xinning Logistics, requesting the board of directors of the company to initiate the convocation procedure of the company's extraordinary shareholders' meeting.
The proposed shareholders believe that Zeng Zhuo has no intention of acquiring the company and promise and guarantee that they will not make any acts or plans to increase their shares in the company or seek control of the company in the next 12 months. And Zhongyuan Financial Holdings nominated two director candidates.
Zeng Zhuo and Zhongyuan Financial Holdings hold 8.13% and 7.43% of the company's shares respectively, and the total proportion of the company's shares is 15.56%.
The board of directors of Xinning Logistics rejected the proposals and proposals of the shareholders and did not initiate the relevant procedures for convening a general meeting of shareholders.
It is reported that Zeng Zhuo was the actual controller of Guangzhou Yicheng Information Co., Ltd., which was acquired by Xinning Logistics, and once ranked the second largest shareholder of Xinning Logistics with a shareholding ratio of 14.19%. According to the announcement of Xinning Logistics on February 7, 2022, Zeng Zhuo has been listed as a dishonest executor.
Second, three consecutive years of losses, 600,000 sold 720 million bought subsidiaries
On January 26, Xinning Logistics released its 2021 annual performance forecast, saying that it will lose money in 2021, which is its third consecutive year of loss. Xinning Logistics forecast a net loss of RMB80 million – RMB135 million, net of non-net losses of RMB140 million to RMB195 million. In 2020, Xinning Logistics' net loss was 610 million, and the net loss after deducting non-net loss was 630 million.
Xinning Logistics attributed the loss to the previously acquired Guangzhou Yicheng Traffic Information Co., Ltd. product competitiveness decline, revenue and profitability decline, continuous loss, asset impairment and other factors.
At the same time, Xinning Logistics said that if the company's 2021 annual audit report shows that there is uncertainty about the company's ability to continue to operate, according to the provisions of Article 9.4 (6) of the Rules Governing the Listing of Stocks on the Growth Enterprise Market of the Shenzhen Stock Exchange, the company will be implemented by the Shenzhen Stock Exchange for other risk warnings.
Xinning Logistics spent 720 million yuan to acquire Yicheng Information in 2015, but last year sold it to natural persons Zhong Shiwei and Zhong Xiangrui for 600,000 yuan and waived 208 million yuan of debt from Yicheng Information.
Prior to the transfer, Xinning Logistics' issuance of debt exemption also caused the Shenzhen Stock Exchange to issue a letter of concern, requiring Xinning Logistics to explain the historical formation time, formation background, final flow of relevant funds, debt term, repayment situation, the basis for the low probability of loan recovery, and quantitatively explain the determination process of the equity transfer price of not less than RMB600,000 in combination with the appraisal value and debt exemption factors, and analyze the fairness of the transfer price.
In this regard, Xinning Logistics said that according to the asset appraisal report issued by Wanlong (Shanghai) Asset Appraisal Co., Ltd., the appraisal value of all shareholders' equity of Yicheng Information is -207 million yuan. Xinning Logistics believes that the transaction price determination method of 600,000 yuan is based on the appraisal value, and at the same time fully considers the impact of debt forgiveness on net assets, the price is fair, and there is no harm to the legitimate rights and interests of the company and the majority of investors.
Xinning Logistics' main business is to provide logistics and supply chain management services for electronic components, in 2015, in order to extend and expand the industrial chain, Xinning Logistics in the form of issuing shares, the 100% equity of Yicheng Information into the pocket, so as to enter the field of satellite navigation and positioning operation services.
As of July 31, 2021, Yicheng Information had operating income of 40.11 million yuan, operating loss of 100 million yuan, net loss of 99.94 million yuan, total assets of 177 million yuan and total liabilities of 388 million yuan.
Third, Jingdong, state-owned assets into the shares and exit, in recent years, the loss of the top of the total profit for many years
According to the data, the main business of Xinning Logistics is based on the bonded warehousing of electronic components, and provides integrated logistics and supply chain management services for the supply of raw materials, procurement and production in the supply chain of the electronic information industry, mainly including bonded warehousing management of import and export goods, design and implementation of distribution schemes, and related freight forwarding, import and export customs clearance and inspection and other integrated logistics services.
Xinning Logistics has lost money continuously in the past three years, but it has also been paid attention to for a while due to the participation of JD.com and state-owned enterprises.
On May 14, 2019, Xinning Logistics announced that it has reached a cooperation agreement with Beijing Jingbangda Trading Co., Ltd., a subsidiary of JD Logistics, and the two sides will cooperate in the fields of "Internet of Vehicles/Internet of Goods" and "Intelligent Warehousing". This investment in Xinning Logistics is jd.com's first investment in A-shares.
In August 2020, Henan Zhongyuan Financial Holdings Co., Ltd. invested in Xinning Logistics for about 270 million yuan through three auctions. Henan Zhongyuan Financial Holdings was designated by zhengzhou municipal people's government and zhengdong new district management committee respectively zhengzhou development investment group (hereinafter referred to as Zhengfa group) and Zhengzhou zhengdong new district construction and development investment company (hereinafter referred to as the east district construction investment) as the initiators, bocom international trust and proMed trust in accordance with the market-oriented mechanism to jointly fund the establishment.
However, Xinning Logistics has not ushered in new development opportunities due to the investment of JD.com and Zhongyuan Financial Holdings. On the contrary, because the shares held by the original actual controller Wang Yajun were continuously judicially auctioned, they were in a state of no actual controller. On December 21, 2020, Xinning Logistics issued an announcement that the former chairman Wang Yajun resigned as chairman, and the board of directors elected Yang Haifeng of JD.com as the chairman of the company, and Xue Ying, head of financial accounting in East China of JD Logistics Group, as the financial director of Xinning Logistics.
However, only a month later, Yang Haifeng, Xue Ying and others collectively resigned, and the cooperation between the two sides also declared "failure". And in June last year, JD.com issued a notice of reducing its shares.
In September 2021, JD.com reduced its shareholding to 7.9712%, and is no longer the largest shareholder of Xinning Logistics. On January 15, 2022, Xinning Logistics issued another announcement, saying that JD.com will reduce its shareholding by another 3% share capital.
Not only jd.com reduced its shareholding, but Henan Zhongyuan Financial Holdings, another major shareholder of Xinning Logistics, which holds 7.43% of the shares, also announced on November 29, 2021 that it will reduce its holdings by no more than 13,400,613 shares in a centralized bidding and block transaction, accounting for 3% of the total share capital of Xinning Logistics.
Xinning Logistics revenue exceeded the 1 billion yuan mark for the first time in 2018, and then fell to the level of 800 million yuan in 2019, and in the following two years, there were huge losses of 580 million and 610 million. The loss in 2019 alone exceeded all the profits of Xinning Logistics since 2012 of 232 million yuan, and this cumulative profit did not calculate the loss of 109.7 million yuan in 2015.
Xinning Logistics was once considered to be able to solve the biggest supply problem in the logistics industry because of jd.com Logistics' shareholding, which can obtain more customers and gain new development in cross-border e-commerce, but the cooperation for more than 2 years has not brought the expected effect to Xinning Logistics.
Fourth, the growth rate of the electronic information manufacturing industry is a new high in ten years, can Xinning Logistics turn around losses?
The growth rate of electronic information manufacturing and industrial added value from 2012 to 2021
According to data from the Ministry of Industry and Information Technology, the growth rate of electronic information manufacturing and industrial added value in 2019 and 2020 was 9.3% and 7.7%. The growth rate of electronic information manufacturing in these two years is far behind 13.1% and 13.8% in 2017 and 2018. Xinning Logistics, which provides services for this industry, has also been affected by the slowdown in the growth rate of the industry.
However, in 2021, the added value of the electronic information manufacturing industry above designated size in the country increased by 15.7% over the previous year, ranking 6th in 41 major categories of industries, and the growth rate hit a new high in the past decade, 8.0 percentage points faster than the previous year. According to the Ministry of Industry and Information Technology, under the background of the continuous tension in the global integrated circuit manufacturing capacity, the investment in the related fields of integrated circuits in the mainland has been active in the past two years, achieving a substantial increase in investment in the manufacture of semiconductor devices and equipment, electronic components and electronic special materials, driving the investment in fixed assets in the electronic information manufacturing industry to increase by an average of 17.3% in two years, much higher than the two-year average of 5.8% in the manufacturing industry.
The recovery of the industry is good news for Xinning Logistics, and whether it can seize this opportunity to turn losses into profits is a test.
(Author: Link)