Recently, Yiwei Lithium Energy issued the "Announcement on the Application for Issuance of Stocks to Specific Objects Accepted by the Shenzhen Stock Exchange." It is normal for listed companies to issue such announcements, but behind Yiwei Lithium Energy's announcement, the market questioned that the actual controller was suspected of "selling high and buying low" and arbitrage by selling shares and participating in fixed increases. Personally, I think we should resolutely say "no" to such behavior.
On December 6, 2021, Yiwei Lithium Energy’s actual controller Luo Jinhong reduced its holdings by 5.09 million shares at an average price of 142.21 yuan, cashing out 724 million yuan. Because he mistakenly purchased 20,000 shares while reducing his holdings that day, which constituted a short-term transaction, his plan to reduce his holdings of 18 million shares had to be terminated.
On the evening of June 7 this year, Yiwei Lithium Energy disclosed a private placement plan to raise 9 billion yuan. The controlling shareholder Yiwei Holdings (jointly controlled by actual controllers , Liu Jincheng, and Luo Jinhong) and Liu Jincheng and Luo Jinhong plan to subscribe for 3 billion yuan, 2 billion yuan and 4 billion yuan respectively. After calculation, the initial issuance price of this private placement is 63.11 yuan/share.
Yiwei Lithium Energy’s private placement plan disclosed on June 7 was “just right”. According to the provisions of Article 44 of the " Securities Law ", the important shareholders of a listed company shall sell the company stocks or other equity securities held by them within six months after buying them, or within six months after selling them. Buying again within a month will constitute short-term trading, which is illegal, and the proceeds will belong to the company. The fixed-increase plan was disclosed on June 7, just six months after the actual controller Luo Jinhong cashed out 700 million yuan, avoiding the short-term trading situation stipulated in the securities law. Therefore, Luo Jinhong’s participation in the fixed increase is not illegal.
However, Luo Jinhong has been suspected of arbitrage from selling high and buying low when she cashed out her holdings and participated in fixed increases. Since its cash-out price is as high as 142.21 yuan, while the fixed-increase price is only 63.11 yuan, it means that there is a price difference of nearly 80 yuan per share. If calculated based on the 5.09 million shares that were cashed out, due to "selling high and buying low," the actual controller of the company made "arbitrage" of more than 400 million yuan, which is obviously not a small amount.
In fact, it is not uncommon for important shareholders of listed companies to realize arbitrage by selling high and buying low. Convertible bonds have become popular in recent years. Some major shareholders of listed companies are selling high and buying low on convertible bonds to make arbitrage. More important shareholders of listed companies are selling high and buying low. This is mainly reflected in reducing holdings at high levels to cash out, and then "increasing holdings" through fixed increases. shares.
If you are an investor in the secondary market or a financial investor, there is nothing wrong with making profits by selling high and buying low. However, if an important shareholder of a listed company, especially a controlling shareholder or actual controller, conducts arbitrage operations of selling high and buying low, it is obviously questionable.
Compared with ordinary investors (including institutional investors), controlling shareholders or actual controllers undoubtedly have a more comprehensive and thorough understanding of listed companies (including performance, etc.), and they are often able to understand major matters planned by listed companies. Know in advance. Objectively, this creates the possibility for the controlling shareholders and actual controllers to sell high and buy low, and also creates conditions for arbitrage. However, although such arbitrage behavior by controlling shareholders and actual controllers is through the "carrier" of the market, it is obviously suspected of competing for profits with investors, which also creates new unfairness.
In particular, the major shareholders and actual controllers of some listed companies intend to "have their cake and eat it too". They not only want to maximize their own interests through high-level shareholding reductions, but also want to firmly control the controlling rights of the listed companies. If the shareholding ratio is high, there is no problem in achieving this goal; if the shareholding ratio is low, reducing the shareholding at a high level and then increasing the shareholding at a low level becomes a means to achieve the goal.
It is the right of the major shareholders and actual controllers of listed companies to reduce their shareholdings, and it is also their right to participate in private placement. However, by reducing holdings at high levels and increasing holdings at low levels, it can neither become its right to arbitrage, nor can it become its right to control listed companies. Based on this, I have the following suggestions.
Suggestion 1: If major shareholders and actual controllers reduce their shareholdings at high levels, they should be prohibited from participating in fixed increases at low levels. Although major shareholders and others will have different reasons for reducing their shareholdings, the word "interest" cannot be escaped. Now that the shares have been sold, there is no need to "increase" the holdings.If major shareholders are allowed to sell high and buy low for arbitrage, it will not only disrupt the normal trading order of the market, but also intensify the stock price fluctuations of stocks and amplify investment risks.
Suggestion 2: If major shareholders and actual controllers reduce their holdings at a high level and then participate in a low-level fixed increase, then all the arbitrage amount should be turned over to the listed company. The farce of reducing holdings at high levels while placing fixed increases at low levels should not be staged. Turning over all arbitrage amounts to listed companies can not only increase the earnings of listed companies, but also create a warning effect in the market.
