Per edited: Bi Luming
Zhongzhu Medical Holdings Co., Ltd. (600568, SH), which has been in constant negative news, "exploded" again over the weekend.
On the afternoon of May 31, Zhongzhu Medical announced that the company's audited net profit attributable to shareholders of listed companies in 2018 and 2019 was negative, and according to relevant regulations, the company's shares will be delisted after the disclosure of the 2019 annual report. The company's stock will be suspended for 1 day on June 1, and the delisting risk warning will be implemented from June 2, and after the implementation of the delisting risk warning, the stock abbreviation will be changed to "*ST Zhongzhu", and the daily rise and fall of the stock price will be limited to 5%. Overall, the company's performance has been poor. According to financial data, in 2018, the company was issued a qualified opinion + emphasized matters, with a net profit loss of 1.894 billion yuan, a loss of 369 million yuan in 2019, another loss of 24.76 million yuan in the first three months of this year, and a huge loss of 2.263 billion yuan in two years.
Recently, Zhongzhu medical troubles have been fraught with it. As early as March 31 this year, Zhongzhu Medical (600658, SH) issued an announcement that the Shanghai Stock Exchange issued a disciplinary decision on the company, its controlling shareholders and relevant responsible persons. The company was found to have committed eight violations. It was found that There were problems with Zhongzhu Medical and its controlling shareholder, Zhongzhu Group, the actual controller and then chairman and general manager of the company, Xu Delai, in terms of the controlling shareholder's occupation of funds, information disclosure, and standardized operation. In addition, Zhongzhu Medical was also involved in the lawsuit, announcing that after trial by the Hanjiang Intermediate People's Court in Hubei Province, it was ordered that the defendant Qianjiang Zhongzhu should pay the principal of the loan of 189.6 million yuan and interest to the Qianjiang Branch of CCB within 10 days from the effective date of the judgment, and pay 70,000 yuan of legal fees; the judgment of Zhongzhu Medical, Zhongzhu Group and Xu Delai to bear joint and several liability for the debt within the limit of 300 million yuan; the judgment case acceptance fee of 1.0154 million yuan and the preservation fee of 5,000 yuan shall be paid by Qianjiang Zhongzhu, Zhongzhu Medical, Zhongzhu Group and Xu Delai share the burden.
It is worth mentioning that as of the close of trading on May 29, the company's stock price closed at 1.16 yuan / share, from the highest point of 3.75 yuan / share in the year, it has plummeted by 67%, which can be described as miserable, the latest market value is only 2.308 billion yuan, and the number of A-share households is 79044.
<h2>The delisting risk warning will be implemented from June 2</h2>
According to the announcement of Zhongzhu Medical on the 31st, the company's audited net profit attributable to the shareholders of the listed company in 2018 and 2019 is negative, and according to relevant regulations, the company's shares will be delisted after the disclosure of the 2019 annual report. The company's stock will be suspended for 1 day on June 1, and the delisting risk warning will be implemented from June 2, and after the implementation of the delisting risk warning, the stock abbreviation will be changed to "*ST Zhongzhu", and the daily rise and fall of the stock price will be limited to 5%.
According to the financial report, the company's performance has been sluggish in recent years, through combing, it was found that the performance of Zhongzhu Medical began to decline in 2017, achieving revenue of 981 million yuan in that year, a year-on-year decrease of 10.73%; net profit of 169 million yuan, a year-on-year decrease of 42.43%. According to the 2018 annual report data of Zhongzhu Medical, its operating income was about 573 million yuan, down 41.61% year-on-year; the corresponding net profit attributable to the shareholders of the listed company was about -1.894 billion yuan, down 1218.8% year-on-year.
In such a financial context, Zhongzhu Medical has always been obsessed with the "asset restructuring case". After the flash crash of the stock price at the beginning of 2018, Zhongzhu Medical disclosed the restructuring plan on April 28, 2018, intending to pay a total of about 3 billion yuan in cash to acquire Kangze Pharmaceutical and Zhejiang Amity, but announced on June 6 of the same year that it would not acquire it; on June 15, it disclosed its intention to participate in the acquisition of part of the equity of Kangze Pharmaceutical. However, the continuous announcement of equity acquisition cases has left the majority of investors with a series of "premature plans". Finally, after a four-month suspension, the stock resumed trading on June 22, 2018. The news of bearishness continued, and the company's stock price was reset to usher in three drop stops, and the market value shrank by 60% compared with before the resumption, and it has been sluggish since then. On January 17 this year, Zhongzhu Medical issued a performance pre-loss announcement, saying that after preliminary calculations by the company's financial department, it is expected to lose 300 million yuan to 450 million yuan in 2019, and the net profit attributable to the shareholders of the listed company after deducting non-recurring gains and losses will be -300 million yuan to -420 million yuan. According to the latest financial data, there was still a loss of 24.76 million yuan in the first three months of this year.
At the same time, Zhongzhu Medical also issued the opinions and main measures of the board of directors on striving for the revocation of risk warnings. In order to strive for the revocation of risk warnings, the company's board of directors will focus on the following aspects of work, and strive to achieve performance turnaround: 1. Constantly improve the system and improve the management level. With the optimization and adjustment of the company's strategic layout, industrial development, resource integration, etc., the company will continue to improve various rules and regulations in accordance with the requirements of standardization and systematization, establish a standardized modern enterprise management system, effectively improve the management level, better meet the needs of production, operation and management, and promote the benign and stable operation of the company.
2. Sort out and revitalize existing assets, develop new businesses, and improve profitability. Due to the unsatisfactory operating performance of the previous mergers and acquisitions and acquisition projects, greater pressure was formed, and the overall serious drag on the company, and the operating performance showed a large loss. In 2020, the company's management will comprehensively sort out the company's existing assets, implement the management responsible person in different industry sectors, keep an eye on the target responsibility, improve management to create benefits, and increase the company's revenue and profit sources.
3. Strengthen cost control and improve the level of refined management of enterprises. By strengthening cost management, implementing budget management in fund management, controlling the expenditure of no budget funds, and compressing part of the cost expenditure. In the whole company, the establishment of economic benefits as the center of the business philosophy, so that the majority of employees of the ideological concept has undergone profound changes, enhance the cost awareness, benefit concept. Wait a minute. There is still great uncertainty about whether the expected purpose can be achieved through the implementation of the above measures.
According to the 2019 annual report, the main business of Zhongzhu Medical is real estate projects, hospital income, financial leasing (factoring), pharmaceutical industry, medical equipment, central cooperation, and other industries, accounting for 37.27%, 36.89%, 6.42%, 5.93%, 5.9%, 5.68% and 1.9% of the revenue, respectively.
<h2>The Shanghai Stock Exchange has publicly reprimanded Zhongzhu Medical and its controlling shareholders</h2>
According to China Securities News, the Shanghai Stock Exchange disclosed the disciplinary decision on the 31st, publicly condemning Zhongzhu Medical (600568) and its controlling shareholder Zhuhai Zhongzhu Group Co., Ltd., the actual controller and then chairman and general manager of the company, Chen Xiaozheng, then director and executive vice president and secretary of the board of directors, Liu Zhijian, financial director, and Liu Danning, director and senior vice president, and publicly determined that Xu Delai was not suitable to serve as a director, supervisor and senior manager of the listed company for ten years Li Wei, then secretary of the board of directors, Ye Jige, vice chairman of the board, Luo Shu, director and vice president, Meng Qingwen, director, and Li Chuang, Li Si and Jiang Feng, then independent directors, were notified and criticized. The above-mentioned disciplinary sanctions will be notified to the China Securities Regulatory Commission and the People's Government of Guangdong Province, and will be recorded in the integrity file of the listed company.
According to the SSE documents, the company had eight irregularities. First, the non-operating funds occupied by the controlling shareholder and its related parties. Since February 2018, the Company and its subsidiaries have paid an additional 50 million yuan of acquisition intentions to the controlling shareholder, Zhongzhu Group, issued commercial acceptance drafts of 50 million yuan to related parties, purchased trust wealth management products of 300 million yuan, and lent 310 million yuan of foreign financial leasing; according to the instructions of Zhongzhu Group and Xu Delai, the actual controller of Zhongzhu Medical, the relevant funds eventually flowed to the controlling shareholder, Zhongzhu Group, forming a non-operating capital occupation of the controlling shareholder. Second, the controlling shareholder owes a large amount of money to the company, fails to repay the loan in a timely manner as promised, and fails to perform the decision-making procedure for deferring repayment in a timely manner before maturity. As of June 20, 2019, the Company disclosed that Zhongzhu Group and its affiliates still had a remaining outstanding amount of RMB507.3745 million. Third, the company provided related party guarantees to the controlling shareholders in violation of the law. Fourth, the company's wholly-owned subsidiary provided guarantees to the second largest shareholder and its related parties in violation of the law. Fifth, the decision-making procedures and information disclosure obligations were not fulfilled in a timely manner in the material related party transactions, and the total amount of the above-mentioned related party transactions reached 1.332 billion yuan. Sixth, the information disclosure related to the signing of the letter of intent for cooperation is incomplete, the risk warning is insufficient, and it involves about 500 million yuan of funds. Seventh, the decision-making procedures for restructuring-related matters were not performed, and the information was not disclosed in a timely manner, involving a deposit dispute of 50 million yuan. Eighth, the daily related party transactions did not fulfill the information disclosure obligation in a timely manner.
In addition, Zhongzhu Medical was also involved in the lawsuit, announcing that after trial by the Hanjiang Intermediate People's Court in Hubei Province, it was ordered that the defendant Qianjiang Zhongzhu should pay the principal of the loan of 189.6 million yuan and interest to the Qianjiang Branch of CCB within 10 days from the effective date of the judgment, and pay 70,000 yuan of legal fees; the judgment of Zhongzhu Medical, Zhongzhu Group and Xu Delai to bear joint and several liability for the debt within the limit of 300 million yuan; the judgment case acceptance fee of 1.0154 million yuan and the preservation fee of 5,000 yuan shall be paid by Qianjiang Zhongzhu, Zhongzhu Medical, Zhongzhu Group and Xu Delai share the burden.
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