On May 10, the China Securities Regulatory Commission disclosed the "Requirements for Supplementary Materials for the Filing of Overseas Issuance and Listing (April 26, 2024 - May 9, 2024)", involving Dewei Group, Yishengxin, Himalaya, Mao Geping, Aoji Technology and other companies. Among them, Mao Geping and Aoji Technology planned to be listed on the A-share market, and then moved to the Hong Kong Stock Exchange.
According to Bedo Finance, Mao Geping pre-disclosed the prospectus as early as December 2016 and prepared to be listed on the Shanghai Stock Exchange, originally planning to raise 512 million yuan. On October 21, 2021, Mao Geping made his first meeting and was approved. However, the company did not go public.
In March 2023, Mao Geping Company submitted a prospectus again, planning to raise 1.121 billion yuan, which was withdrawn in January 2024 and submitted a listing application on the Hong Kong Stock Exchange on April 8. In this regard, the CSRC asked the company to explain the changes in shares since the beginning of 2024. Including: the pricing basis and reasonableness of the purchase price of new shareholders since the beginning of 2024;
the details of the overlap between the partners and shareholders of Shenzhen Dushi Enterprise Management Partnership (Limited Partnership, hereinafter referred to as "Shenzhen Dushi") and the limited partners and shareholders of Suzhou Pushen Jiuding Investment Center (Limited Partnership, hereinafter referred to as "Suzhou Pushen"), as well as the reasons for the equity transfer between Suzhou Pushen and Shenzhen Dushi;
In January 2024, after Suzhou Pushen transferred all the shares of the issuer (i.e., Mao Geping Company) held by it, and in March of the same year, when Hangzhou Dijing Investment Management Partnership (Limited Partnership) transferred the equity of the issuer, Suzhou Pushen participated in the signing of the share transfer agreement; The implementation of the industrial and commercial change registration procedures for equity transfer in March 2024.
According to the prospectus, Mao Geping Company was established in July 2000 with a registered capital of 500,000 yuan, and Mao Geping (formerly known as Mao Geping) and his father Mao Genyou held 75% and 2% of the shares respectively. In November 2003, the two increased the company's registered capital to 1.5 million yuan.
In May 2005, Mao Geping transferred 12% of the equity to his sister Mao Niping for a consideration of 180,000 yuan. During the same period, Mao Genyou transferred 14% and 6% of the equity to Mao Geping's sisters Mao Huiping and Mao Niping, respectively, for 210,000 yuan and 90,000 yuan. After this transfer, Mao Geping holds 63% of the shares, and Mao Niping, Mao Huiping and Mao Genyou hold 18%, 14% and 5% of the shares respectively.
In 2007, the four of them increased their capital in the same proportion. In March 2010, Mao Genyou transferred 1.6% and 3.4% of his shares to Mao Geping and Song Hongtong respectively for a consideration of 81,600 yuan and 173,400 yuan, respectively, and realized the withdrawal. At the same time, Mao Niping and Mao Huiping transferred 0.9% and 0.7% of their shares to Song Hongtong respectively, with a consideration of 45,900 yuan and 35,700 yuan respectively.
In September 2010, Mao Geping transferred 13% of his equity to his wife Wang Liqun for zero consideration, and 1.6% of the equity to Wang Liqun's brother Wang Lihua for a consideration of about 386,000 yuan. At the same time, Mao Niping and Mao Huiping transferred 4.1% and 1.3% of their shares to Wang Lihua respectively, at a price of about 989,000 yuan and 314,000 yuan respectively; Mao Huiping transferred 1% of the equity to Song Hongge for a consideration of about 241,000 yuan.
In October 2010, Mao Geping, Wang Liqun, Mao Niping, Mao Huiping and Wang Lihua transferred their 2% equity to Dihe Investment (Mao Geping and Wang Liqun held 55% and 45% of the equity respectively). After the completion of the transfer, Mao Geping, Wang Liqun, Mao Niping, Mao Huiping, Wang Lihua and Dihe Investment held 49.0%, 12.74%, 12.74%, 10.78%, 6.86%, 5.88% and 2.0% of the shares respectively.
In April 2011, Mao Geping Company increased its capital through capital. Among them, the new development spent 45 million yuan to participate in the subscription, and Tianyi Investment invested 13.5 million yuan. After completion, Xinfeng will hold 10.0% of the shares, Tianyi Investment will hold 3.0% of the shares, and Mao Geping and Wang Liqun will hold 42.63% and 11.08% of the shares respectively.
In May 2011, Dihe Investment transferred 0.7733% of its equity to Jiachi Investment and 0.9667% of its equity to Dijing Investment, about 794,000 yuan and 993,000 yuan respectively. After the completion of the transfer, Dijing Investment and Jiachi Investment held 0.9667% and 0.7733% of the shares respectively, and Dihe Investment no longer held shares.
In October 2015, New Development transferred its 10% stake in Mao Geping Company to Jiuding Investment (SH:600053) for a consideration of 73.3 million yuan, realizing the exit. In comparison, the price of the new development in April 2011 was 45 million yuan, and the relative profit was 28.3 million yuan (before tax).
Subsequently, JD Capital transferred all its shares to its related party, Suzhou Pushen. In January 2024, Suzhou Pushen transferred this part of the equity, including Dijing Investment, Shenzhen Dushi, Suzhou Jinhong, etc., at a price of 551 million yuan, 107 million yuan, and 71.905 million yuan respectively, and the corresponding equity was 7.55%, 1.47% and 0.99% respectively.
In January 2024, due to the arrangement of the Mao family, Dijing Investment transferred 0.97% of the equity of Mao Geping Company to Jiachi Investment at zero consideration. In March 2024, under the arrangement of the Mao family, Dijing Investment further transferred its 2.5% and 2.5% equity holdings to Mao Niping's sons Xu Kejun and Ding Tao, both at a price of about 180 million yuan.
According to the prospectus, on April 3, 2024, Xu Kejun and Ding Tao directly settled the transfer consideration to Pushen Jiuding (the same as "Suzhou Pushen") as the settlement of Dijing Investment's transfer of 5.0% of the company's total issued shares to Dijing Investment in January 2024 as mentioned above.
During the same period, Dijing Investment transferred 1% of the equity to Mao Geping at a price of 73 million yuan, 0.26% of the equity to Wang Liqun at a price of 18.98 million yuan, 0.26% of the equity to Mao Niping at a price of 18.98 million yuan, and 0.12% of the equity to Wang Lihua at a price of 10.22 million yuan and Song Hongtong at a price of 8.76 million yuan.
In this process, Dijing Investment, controlled by Mao Geping and Wang Liqun, was still a shareholder of Mao Geping's company, while Jiuding Investment achieved a complete exit. At the same time, Mao Niping's two "same mother and different father" sons Xu Kejun and Ding Tao also became shareholders of the company.
It is not difficult to find that Mao Niping has already remarried, and her two sons have joined this "wealth-making" carnival. According to the prospectus, at the general meeting of shareholders held in February 2024, Mao Geping Company declared a dividend of 500 million yuan to all shareholders. In addition, at the general meeting of shareholders held in April, a dividend of 500 million yuan was declared to all shareholders.
Before the listing, Mao Geping and his wife Wang Liqun held a total of about 57.26% of the shares, Mao Geping's two sisters Mao Niping and Mao Huiping held 11.34% and 9.60% of the shares respectively, Mao Niping and Mao Huiping's sons Xu Kejun and Ding Tao held 2.5% of the shares respectively, and Mao Geping's wife and brother Wang Lihua held 6.11% of the shares.
According to this calculation, Mr. and Mrs. Mao Geping and their family members together control about 90% of the company's shares. This means that the Mao family "cashed out" about 900 million yuan. Previously, in May 2023, Mao Geping Company also declared a dividend of 225 million yuan, which was paid in January 2024.
Performance aside, the Mao family has become the biggest beneficiary of this "wealth creation" action, and what will such a company bring to investors and the capital market?