Today, when cold chain transportation is becoming increasingly important, related equipment manufacturers are facing the embarrassing situation of "increasing revenue without increasing profits".
On July 1, Zhejiang Xingxing Cold Chain Integration Co., Ltd. (hereinafter referred to as "Xingxing Cold Chain")'s Shanghai Stock Exchange IPO application was accepted by the China Securities Regulatory Commission.
As a refrigeration equipment manufacturer, Star Cold Chain plans to issue no more than 161 million shares in this IPO to raise 1.392 billion yuan to invest in the " Taizhou new production base construction project", "intelligent transformation and production capacity expansion project" and supplement working capital. .
From 2019 to 2021, Xingxing cold chain operating income was 4.991 billion yuan, 5.313 billion yuan and 5.751 billion yuan respectively, and the net profits attributable to the parent company were 342 million yuan, 172 million yuan and 174 million yuan respectively. However, upon closer inspection, the sharp rise in raw material costs has led to a decline in gross profit margin, putting Xingxing Cold Chain into an embarrassing situation of "increasing revenue without increasing profits".
On the B side of Xingxing cold chain sprint to be listed, a company with a similar name on A-share market - ST Xingxing (300256.SZ) is facing the risk of being terminated from listing.
The two companies are not unrelated. As one of the founding founders of Stars Cold Chain, Ye Xianyu was once the largest shareholder and actual controller of ST Stars. Just the year before ST Stars’ performance exploded, Ye Xianyu sold its equity to other shareholders and successfully cashed out Over 400 million yuan.
In this IPO application, the actual controller of Xingxing Cold Chain is no longer Ye Xianyu, but is controlled by Ye Xianyu’s brother Ye Yubin and his sister-in-law Qi Lijun through a pre-IPO related party acquisition. The pre-IPO acquisition of
has also brought some potential problems. As of the end of 2021, Star Cold Chain still has a large amount of goodwill of more than 200 million yuan on its balance sheet, which poses a potential threat to its performance stability; it has not yet recovered For Star Cold Chain, which has reached pre-epidemic performance levels, there are still many uncertainties in this IPO.
The price increase of raw materials has dampened the gross profit margin
. From 2019 to 2021, nearly half of the net profit attributable to the parent company has shrunk. This is the performance embarrassment faced by Xingxing Cold Chain’s IPO.
Xingxing Cold Chain's refrigeration equipment can be divided into commercial, supermarket, household and medical categories according to application scenarios.
Although commercial refrigeration equipment is the "competitive product" with the highest proportion of revenue, the gross profit margin has continued to decline - from 2019 to 2021, the revenue of this product was 2.685 billion yuan, 2.918 billion yuan and 3.203 billion yuan respectively, accounting for They are 55.18%, 56.18% and 56.63% respectively; but the gross profit margin in 2021 is only 22.34%, a decrease of 7.46 percentage points from 2019.
The overall gross profit margin of Xingxing Cold Chain has also been declining - from 2019 to 2021, the gross profit margin was 26.49%, 17.29%, and 16.53% respectively.
Although there is an impact on transportation and other expenses being included in operating costs under the new revenue standard, after excluding this impact, the overall gross profit margin of Xingxing Cold Chain in 2021 is still only 21.20%, down 5.29 percentage points from 2019.
takes a closer look at the reasons for the declining gross profit margin, which may point to the increase in raw material costs.
The components required for the refrigeration equipment products of Xingxing Cold Chain include compressor , steel plates, etc. Among them, the unit price of glass products has the largest increase. Its unit price in 2021 is as high as 62.76 yuan, which is 1.83 times the price in 2019; during the same period, the unit price of compressors reached 121.10 yuan, an increase of 3.27 percentage points compared with 2019; the price of ordinary steel plates The unit price during the same period can reach 6.52 yuan, which is 1.34 times the price in 2019.
Compared with the skyrocketing prices of the aforementioned parts and components, the unit price of Xingxing Cold Chain's products has not increased significantly.
takes commercial refrigeration equipment as an example. The unit price of this product in 2021 is 1,115.72 yuan, which is only an increase of 4.39% compared to 2019. The prices of some products have even declined - the unit price of commercial kitchen refrigeration equipment in 2021 is only 3,290.30 yuan, a decrease of 1.08 percentage points compared to 2019.
Lack of bargaining power in front of customers and helplessness in the face of price increases from upstream raw material suppliers are the current main difficulties of cold chain equipment manufacturers.
Among the five comparable companies in the same industry listed by Xingxing Cold Chain, except for Yindu Shares (603277.SH), which saw a substantial increase in net profit attributable to its parent company, the performance of other companies in 2021 has declined to varying degrees.For example, the net profits attributable to parent companies of Aucma (600336.SH) and Kaixue Cold Chain (831463.NQ) in 2021 were 180 million yuan and 50 million yuan respectively, down 41.94% and 29.58% year-on-year respectively.
High risk of goodwill
What plays an important role in supporting the performance of Xingxing Cold Chain is the subsidiary Guangdong Xingxing Refrigeration Equipment Co., Ltd. (hereinafter referred to as Guangdong Xingxing). As of the end of 2021, Guangdong Xingxing’s total assets are 1.151 billion yuan. It accounts for 19.82% of the total assets of Xingxing Cold Chain. Although the proportion of assets of
is not high, Guangdong Xingxing's net profit in 2021 is as high as 126 million yuan, accounting for more than 70% of the total net profit attributable to the parent company on a consolidated basis. One subsidiary of
provides such a high proportion of performance contribution due to an acquisition of related party assets before the listing of Xingxing Cold Chain.
In July 2017, Star Cold Chain paid 129 million yuan in cash and 388 million yuan in shares for a total transaction price of 517 million yuan to acquire 100% of Guangdong Stars owned by Ye Yubin, the younger brother of Ye Xianyu, and Qi Lijun, the actual controller at that time. The equity is "in the pocket". The acquisition of
has created greater performance for Xingxing Cold Chain, but it has also brought many sequelae.
On the one hand, Guangdong Xingxing, which is mainly responsible for the commercial refrigeration equipment business, has created more than 70% of the profit of Xingxing Cold Chain, which also constitutes the strong dependence of Xingxing Cold Chain on Guangdong Xingxing.
On the other hand, the acquisition of Guangdong Stars also resulted in goodwill of up to 206 million yuan, accounting for nearly 40% of the total acquisition price. Such a high proportion of goodwill, as well as the subsequent risk of goodwill impairment, may All may have a potential impact on the performance of Xingxing Cold Chain.
Actual Controller Identification Suspicious
As of the submission of the prospectus, the actual controllers of Xingxing Cold Chain were Ye Yubin and Qi Lijun, who together controlled 50.34% of the company's shares.
But behind this equity structure, Ye Xianyu, the brother of Ye Yubin and the former actual controller of ST Xingxing, is also an important trader of Xingxing Cold Chain.
As early as the establishment of Xingxing Cold Chain, it was jointly initiated and established by Ye Xianyu and ST Xingxing and other entities controlled by Xingxing Cold Chain. From 2010 to 2016, when Xingxing Cold Chain continued to introduce external shareholders, Ye Xianyu has been the actual control of the company. people.
It was not until 2017 that Ye Yubin and his wife became shareholders of Guangdong Xingxing through the acquisition of Xingxing Cold Chain, with a cumulative shareholding ratio of 17.33%. The following year, the Hong Kong stock company Xingxing Group (1560.HK) controlled by Ye Xianyu transferred its 33% stake in Xingxing Cold Chain to Guangdong Xingxing Investment Holdings Co., Ltd. owned by Ye Yubin and his wife at a price of 3.44 yuan/share. (hereinafter referred to as Star Holdings).
At this point, the actual controlling talents of Xingxing Cold Chain have changed from Ye Xianyu to Ye Yubin and his wife. The latter’s total shareholding ratio reached 50.34%. Xingxing Cold Chain also started IPO counseling two years later. This change of actual controllers seems to have It just meets the IPO's stability requirements for the actual controller.
Until the eve of the IPO declaration in 2022, Ye Yubin and his wife became the actual controllers of Xingxing Cold Chain for about 45 months. However, in the " Initial Public Offering and Listing Management Measures ", the actual controllers cannot be changed within 36 months. Require.
Ye Xianyu is not "retired". As of the submission of the prospectus, he and Xingxing Group still hold 24.79% of the shares of Xingxing Cold Chain, making them the second largest shareholder. At the same time, he has also made 36-year-old transactions with the actual controller. Months lock-in commitment.
Despite this, Ye Xianyu was not recognized as the actual controller, which also triggered a certain amount of market controversy.
"In fact, what caused the change in the actual controller was the acquisition before Tutoring. However, the acquisition itself was a related party transaction of and . At the same time, there was a certain degree of overlap in the names and brands of the acquired company and the issuer, and the issuer's The former actual controller has been operating for many years and has a family relationship with the actual controller. "An investment banker pointed out: "But why was he not identified as the actual controller in the end? Whether this conclusion of the letter is true may still need to be further investigated. Discussion. "
This is not the first time that Ye Xianyu has "given up" the position of actual controller.Since 2018, Ye Xianyu, who was the largest shareholder of ST Star, began to gradually reduce its shares. In 2020, he directly transferred 8% of his shares in ST Star to Pingxiang Zhongzhou Xin'an Commercial for 6.21 yuan/share. Management Center (Limited Partnership), cashed out approximately 476 million yuan.
What’s strange is that just after Ye Xianyu’s aggressive reduction of holdings in 2020, in August 2021, ST Xingxing suddenly announced that there were accounting errors in its 2020 annual report, that is, it reduced operating income by 3.167 billion yuan and supplemented the provision for goodwill. Impairment provisions of 876 million yuan, etc. This operation directly caused ST Stars, which should have a net profit of 52 million yuan in 2020, to fall into a loss state, with a net loss of 2.493 billion yuan.
Although Ye Xianyu still holds 1.27% of ST Xingxing's shares, the large amount of arbitrage at that time has already avoided a lot of losses.
As of July 15, the closing price of ST Stars has dropped to 2.59 yuan/share, a retracement of 58.29% from Ye Xianyu’s reduction price.
It is worth mentioning that Ye Xianyu currently controls a Hong Kong-listed company, Star Group. And one A-share company Crystal Optoelectronics (002273.SZ), among which Crystal Optoelectronics is also planning to spin off its subsidiary Yeshili New Materials Co., Ltd. (hereinafter referred to as Yeshili) to be listed on the GEM.
This also means that if Xingxing Cold Chain and Yeshili succeed in IPO, the number of listed companies related to brothers Ye Yuxian and Ye Yubin will reach 4.
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