On the evening of May 15, Rock Co., Ltd. (600696. SH) announced that the company's controlling shareholder, Shanghai Guijiu Enterprise Development Co., Ltd. (hereinafter referred to as "Guijiu Development"), recently received the "Enforcement Ruling" from the Shanghai Financial Court, and will dispose of 17.5 million shares of the company held by Shanghai Guijiu.
Affected by the Haiyin Fortune thunderstorm, Rock shares suffered liquidity pressure due to the concentrated repayment of the loans of the controlling shareholder, and at the same time, the company's stock price plummeted. In view of the relationship between Rock and Haiyin, the default of the pledge may be related to the financial pressure of the controlling shareholder.
Deeply mired in the crisis of the sea and silver system
According to previous announcements, on December 18, 2023, Guijiu Development pledged 17.5 million shares of the company held by it to Tianjin Zhongcai Commercial Factoring Co., Ltd. (hereinafter referred to as "Zhongcai Factoring"), and the pledged shares accounted for 7.81% of all the shares of the company held by Guijiu Development and its persons acting in concert, accounting for 5.23% of the company's total share capital, and the pledge maturity date is March 4, 2024, and the purpose of the pledged financing funds is its own capital needs.
Rock Co., Ltd. said that the company received a written notice from Guijiu Development on May 14, 2024 that after the expiration of the stock pledge, Guijiu Development has been actively negotiating with Zhongcai Factoring to resolve the above matters through pledge replacement and other means to avoid enforcement, but the two parties ultimately failed to reach an agreement.
The equity pledge of Guijiu Development is believed to be related to the thunderstorm incident of Haiyin Wealth, a related party. It is reported that Han Xiao, the actual controller of Rock Shares, is the son of Han Hongwei, the actual controller and chairman of Haiyin Holdings.
In 2003, Han Hongwei founded Haiyin Group, which is mainly engaged in entity investment, financial services and business business, and then continued to expand, establishing Wuniu Fund, Haiyin Wealth Management Co., Ltd., Yushang Group and Yinling Capital, which initially formed the territory of "Haiyin System".
After years of equity changes, today, the "Haiyin system" controlled by Han Hongwei includes Haiyin Holding Group and its subsidiary Haiyin Wealth; The "Wuniu series" controlled by Han Xiao includes Shanghai Guijiu Enterprise Development Co., Ltd., Wuniu Equity Investment Fund Management Co., Ltd. and other related companies. In view of the father-son relationship between the two, Shanghai Guijiu is regarded as a member of the "Haiyin family".
Since December last year, the share price of Hywin Holdings has fallen off a cliff, with a cumulative decline of nearly 90% so far.
The reason for the decline in stock prices comes from market rumors that there is a payment problem with Hywin Wealth products, involving more than 60 billion yuan. On December 17, 2023, Hywin Wealth issued a document acknowledging that there was a delay in the company's project, and stated that according to the latest regulatory policies and industry guidance, Hywin Wealth took the initiative to withdraw and sort out the existing business.
Affected by the thunderstorm of the Haiyin system, the share price of Rock shares also "fell endlessly". As of today's close, rock shares were reported at 11.3 yuan, down more than 50% from the beginning of December last year. Guijiu Development's share pledge has fallen by 32.54% so far. In the face of the plummeting stock price, on December 18, 2023, Rock Co., Ltd. offered a big repurchase move, planning to use 60 million yuan to 100 million yuan to repurchase the company's shares.
It is worth noting that as of April 30, 2024, the buyback plan thrown by the company has not been executed. Whether it was a lack of buyback funds or another reason is unknown.
After the annual report performance increased sharply, the first quarter report changed its face at the speed of light
On January 31, Rock Co., Ltd. issued a performance forecast, and it is expected that the net profit attributable to shareholders of listed companies in 2023 will be 90 million yuan to 135 million yuan, an increase of 52.756 million yuan to 97.756 million yuan compared with the same period last year, an increase of 141.65% to 262.47% year-on-year.
Performance, source: Wind
This means that Shanghai Guijiu will reap the best performance since its backdoor listing. However, on the same day, the Shanghai Stock Exchange issued inquiries about the authenticity and sustainability of the company's substantial growth in performance, the liquidity risk of related party Hywin Wealth, and peer competition.
On February 21, Rock Co., Ltd. replied to the relevant inquiries of the Shanghai Stock Exchange, admitting that the company has temporary financial pressure, and the company needs to manage the allocation of funds as a whole, so there are arrears of employees' wages, supplier payments and customer cash rebates.
In addition, according to the regulatory work letter issued by the Shanghai Stock Exchange on February 20, the petition complained that the company had signed labor contracts with Shanghai Xunjiang Trading Co., Ltd., Shanghai Shiju Trading Co., Ltd., Kao Liquor Co., Ltd., Henan Shen'an Liquor Co., Ltd., Shanghai Gongdian Human Resources Service Co., Ltd., etc., and Guijiu Liquor Co., Ltd., which was controlled by Han Hongwei, a related party, paid the headhunting service fee. The company did not disclose the above-mentioned companies as related parties, and increased its sales and net profit through its stockpiling.
Subsequently, Zhongxing Cai Guanghua Certified Public Accountants issued a qualified opinion on the 2023 annual report of Rock Shares. This is also the second consecutive year that the audit institution has issued a qualified audit report on the annual report of Rock Shares.
On April 29, Rock released its first quarterly report for this year. In the first quarter, the company achieved revenue of 109 million yuan, a year-on-year decrease of 71.94%; The net loss attributable to shareholders of listed companies was 19.6608 million yuan, a year-on-year decrease of 163.35%.
The sharp decline in sales coincided with an accelerated deterioration in cash flow of rock shares. In 2023, the company's net cash flow from operating activities will be 398 million yuan, and in the first quarter of 2024, this indicator will be -29 million yuan.
Rock explained the reasons for the decline in sales revenue in the first quarter as three points: First, the related party Hywin Wealth Management Co., Ltd. (hereinafter referred to as "Hywin Wealth") disclosed on December 14, 2023 that some products distributed by Hywin Wealth had redemption problems. Affected by the related party Haiyin Wealth incident, the company experienced temporary liquidity pressure due to the centralized repayment of the loans of the controlling shareholder, and the rebates and market fees to the dealers could not be paid in time. It is the peak season for liquor sales and stocking before the Spring Festival, which has a certain impact on the company's sales; Second, affected by related events, the market has a certain degree of doubt about the company's future development, and most dealers have a wait-and-see attitude, resulting in inactive stocking and replenishment; Third, due to the pressure on funds, the investment in brand marketing and marketing activities has been greatly reduced, resulting in the weakening of market expansion efforts.
It is worth noting that Rock Co., Ltd. was ordered by the Shanghai Stock Exchange to make corrections, given a warning, and fined 2 million yuan for false records in the annual reports for four consecutive years in 2017, 2018, 2019 and 2020; Han Xiao, the company's director at the time, was fined 3 million yuan, and Sun Yao, the company's financial director at the time, was fined 500,000 yuan.
(This article was first published on the Titanium Media App, by |.) Ma Qiong)