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The original actual controller of Kane shares disappeared, and the equity transfer plan was in vain

The original actual controller of Kane shares disappeared, and the equity transfer plan was in vain

On the evening of October 21, Kane announced that it had recently been unable to contact director Wang Bailang. Affected by this news, as of the close of trading on October 22, Kane shares were quoted at 5.25 yuan / share, down 6.42%, with a total market value of 2.455 billion yuan.

The original actual controller of Kane shares disappeared, and the equity transfer plan was in vain

There was a liquidation reduction

Kane shares said that as of now, the company has not been informed of the specific reasons, and said that the matter will not cause the company's board of directors to fall below the legal minimum number, will not affect the operation of the company's board of directors and the company's production and operation, the company's operation and management is normal.

Wang Bailang has a great relationship with Kane shares. He was Chairman of the Board of Directors from January 1998 to May 2005, Chairman of the Controlling Shareholder Cairn Group from December 2004 to August 2013, and was last elected as a Director of the Company in March 2017.

In July 2004, Kane shares successfully listed on the small and medium-sized board, only 10 days later than the first batch of landings, as the actual controller of the company Wang Bailang is indispensable. In the following years, this company specializing in the production of special paper was in the position of the stars and the moon, and was the only listed company in Lishui, Zhejiang.

However, by 2010, Wang Bailang was plagued by negative news. At that time, the Economic Observer issued a series of articles pointing directly to the restructuring of Cairn shares and its major shareholder, Cairn Group, land transfer and asset transfer. In addition, the Oriental Morning Post exposed that 219 retired employees of Cairn Group signed a pledge, jointly reporting that Wang Bailang "embezzled state-owned assets and infringed on the rights and interests of retired employees". After the Zhejiang Securities Regulatory Bureau intervened in the investigation, no violations were found.

On the other hand, at a time when the performance of Cairn shares was good and the stock price was soaring, Wang Bailang and Cairn Group were in a hurry to reduce their holdings, and as of the end of the first quarter of 2010, they had reduced their holdings by a total of more than 32 million shares, cashing out more than 300 million yuan. At this point, Wang Bailang has completely cleared his position, in addition to the 35 million shares pledged, The Kane Group has almost completely withdrawn.

The clearance action perfectly fits Wang Bailang's "tree selling theory".

In 2007, Wang Bailang publicly stated, "What have we done in the Kane Group for more than 10 years? The main thing is to do one thing: to push a product into a market, this product is Kane shares, this market is the capital market. I think of business as a product. ”

"I'm selling apple trees, not apples. The difference is that selling apples is to exchange the apples of that year for money every year, while selling fruit trees is to exchange all the apples that the tree has grown for 10 or even 20 years at a time for money, and I can use this money to cultivate more and better fruit trees. Selling saplings, fruit trees and fruit is all for profit, but the profit links are different. ”

The company changed hands twice

As The "apple tree" of Wang Bailang, Kane shares have also changed their actual control several times.

In April 2016, Suzhou Hengyu Liuhe Investment Partnership, which had only been established for two months, proposed to acquire 90% of the shares of Cairn Group from Wang Bailang and Zhejiang Kelang for consideration of 157.5 million yuan and 126 million yuan respectively, and the actual controller Su Yang obtained control of the shares of Cairn.

At the end of 2019, Cairn Group entrusted the shares held by the company to Zhejiang Kairong Special Paper Co., Ltd., a subsidiary of the Zhongzhi Department, and Xie Zhikun, the head of the Zhongzhi Department, entered the main Cairn shares.

After Kane shares changed hands twice, Wang Bailang, who had been silent for a long time, had a new action.

On April 21, 2021, Cairn Co., Ltd. signed the Equity Transfer Framework Agreement with Wang Bailang and its holding subsidiary, Zhejiang Cairn Special Paper Co., Ltd. (hereinafter referred to as "Cairn Paper"), in which the Company intends to transfer the assets and liabilities related to industrial supporting paper to Zhejiang Cairn New Materials Co., Ltd., a wholly-owned subsidiary, to transfer 47.20% of the equity held by Cairn Paper to Wang Bailang, and at the same time to transfer the equity of its subsidiary such as 60% of the equity of Cairn New Material to Cairn Paper.

After the completion of the transfer, Kane shares will divest the industrial supporting paper assets, and Wang Bailang will take back the company's original business.

The original actual controller of Kane shares disappeared, and the equity transfer plan was in vain

However, with the disappearance of Wang Bailang, the above plan was foiled. According to the announcement on the evening of October 21, Cairn shares said that because the transaction involved more subjects, the asset inventory and transfer time was longer, all the work could not be completed within the agreed period, the agreement was automatically terminated, and the company has refunded the deposit of 30 million yuan to Wang Bailang.

A tortuous road of transformation

From a broader perspective, Kane shares are constantly seeking transformation, but there are many difficulties.

In January 2016, the company plans to plan to issue shares and pay cash to purchase the equity of China Steel Group New Materials (Zhejiang) Co., Ltd. and raise supporting funds. Unexpectedly, half a year later, the termination was announced due to the failure to reach an agreement on specific plans such as transaction consideration and transaction structure.

In September 2017, Cairn said that it intends to purchase 97.86% of the equity of Shenzhen Zhuoneng New Energy Co., Ltd., a new three-plate lithium battery company, for 2.722 billion yuan. Coupled with the 2.14% equity subscribed by Cairn Shares in February of that year when Zhuoneng New Energy was fixed, after the completion of this transaction, Zhuoneng New Energy will become a wholly-owned subsidiary of Cairn Shares. In the end, due to changes in the external environment such as industry policies and securities markets, it is expected that the agreement with the counterparty will not be able to reach an agreement and will be forced to terminate.

According to the announcement in November 2018, the company plans to purchase 56.67% of the equity of Qingdao Qianyun Hi-Tech New Materials Co., Ltd. for a price of 340 million yuan, and the target company is mainly engaged in lithium battery materials. The transaction was terminated due to factors such as the freezing of shares of the controlling shareholder, Cairn Group.

Behind the setbacks in the transformation, the performance of Kane shares has also shown difficulties. According to the annual report data, from 2015 to 2018, the company's revenue was 893 million yuan, 943 million yuan, 1.028 billion yuan and 1.128 billion yuan, and the net profit attributable to the mother was 19.3002 million yuan, 8.6891 million yuan, 30.6146 million yuan and 24.8079 million yuan, respectively, with only one year of positive growth.

In recent years, due to the support of the main business, the company's performance has ushered in an improvement. In the first half of 2021, its revenue was 999 million yuan, an increase of 64.18% year-on-year, and its net profit attributable to the mother was 46.2877 million yuan, an increase of 28.28% year-on-year.

The original actual controller of Kane shares disappeared, and the equity transfer plan was in vain

Source: Wind

However, the cash flow situation of Kane shares is not optimistic. From 2017 to 2020, the company's net operating cash flow grew negatively for three years. By the first half of 2021, it will reach -21.5781 million yuan.

Trainee reporter: Juan Yong

Editor: Wang Liying

Editor-in-Charge: BiDandan