21st Century Business Herald reporter Han Xun Shanghai reported that
has been deployed for nearly four years, the "Baowu Group" is finally preparing to take control of Yunhai Metal (002182.SZ).
On the evening of October 18, Yunhai Metal released a plan for the 2022 private placement of A shares shares. Baosteel Metal Co., Ltd. (hereinafter referred to as Baosteel Metal ) intends to subscribe to all 62 million A-shares of the company's private placement in cash, and the shareholding ratio will be changed from the previous 14% to 21.53%.
This issuance will lead to changes in the control of Yunhai Metal, the company's controlling shareholder will be changed to Baosteel Metal, and the actual controller will be changed to the State-owned Assets Supervision and Administration Commission of the State Council.
"Baosteel Metal has gained control over the company through participating in private placement, and will give full play to its industrial advantages and synergies more deeply, further focus on the development of lightweight materials and products, and continuously optimize the industrial layout and development carrier of the three major light metal materials in high-strength steel, magnesium and aluminum." On October 19, a relevant person in charge of Yunhai Metal said in an interview with the 21st Century Business Herald reporter.
Affected by this news, Yunhai Metal closed at 24.71 yuan at the daily limit on October 19, with a market value of 15.973 billion.
"Baowu Group" capital map Another city
Yunhai Metal announcement shows that the issuance price of this private placement of shares is 17.91 yuan per share, and the total amount of funds to be raised is approximately 1.11 billion yuan. After deducting the issuance expenses, it is intended to be used to supplement working capital and repay interest-in-one liabilities.
After the completion of this issuance, Baosteel Metal will hold 152 million shares of Yunhai Metal, with a shareholding ratio increasing to 21.53%. Mei Xiaoming, the current actual controller of Yunhai Metal, will hold 117 million shares, with a shareholding ratio of 16.45%. Therefore, the controlling shareholder of Yunhai Metal will be changed to Baosteel Metal, and the actual controller will be changed to State-owned Assets Supervision and Administration Commission of the State Council .
The cooperation between Baosteel Metal and Yunhai Metal can be traced back to nearly four years ago.
On December 26, 2018, Yunhai Metal announced that the company's actual controller Mei Xiaoming transferred the 51.7138.03 million shares of the company (accounting for 8% of the total share capital) he held to Baosteel Metal at a price of 7.02 yuan per share, with a total transfer price of approximately 363 million yuan.
At that time, Yunhai Metal's explanation for the purpose of the transfer was "to optimize the company's equity structure, introduce more resources to the company, and have a positive impact on the company's business development. At the same time, it promotes the implementation of the 'one-based and five-yuan' development strategy of Baowu Group , develops Baosteel Metal's lightweight materials and products industry, and promotes the good development of Baosteel Metal's business system."
More than a year later, on August 11, 2020, Mei Xiaoming once again transferred the 38.785352 million shares of the company (accounting for 6% of the total share capital) he held to Baosteel Metal at a price of 10.80 yuan per share, with a total transfer price of approximately 419 million yuan.
As of June 30, 2022, Baosteel Metal's total holdings of Yunhai Metal increased to 14%, making it the company's second largest shareholder.
If this private placement is completed, Baosteel Metal will take control of Yunhai Metal.

21st Century Business Herald reporter noticed that Baosteel Metal is a wholly-owned subsidiary of China Baowu Steel Group Co., Ltd. , and Baosteel Metal is also the controlling shareholder of another listed company Baosteel Packaging (601968.SH).
In fact, there are not many A-share listed companies under the "Baowu Group".
Wind data shows that the "Baowu Group" currently holds at least 9 A-share listed companies. In addition to Baosteel Packaging, there are also Baosteel Co., Ltd. (600019.SH), Baoxin Software (600845.SH), Shaogang Songshan (000717.SZ), Bayi Steel (600581.SH), Taigang Stainless Steel (000825.SZ), Magang Co., Ltd. (600808.SH), Chongqing Steel (601005.SH) and Tibet Mining (000762.SZ).
Once the private placement of Yunhai Metal is completed, the "Baowu Group" A-share capital map will take another place and expand to 10 A-share listed companies.
focuses on the automotive lightweight field
For the strategic considerations of introducing Baosteel Metal, on October 19, a relevant person in charge of Yunhai Metal told the 21st Century Business Herald reporter that Yunhai Metal is a full magnesium industry chain enterprise, which is highly consistent with the development strategy of China's Baowu new materials industry.At the same time, China Baowu has international market resources. Relying on its automotive market background, it can further accelerate the company's penetration in the automotive lightweight field.
Yunhai Metal's main business is magnesium, aluminum alloy materials and deep processing products, which are mainly used in the automotive and consumer electronics fields. It has an annual production capacity of 100,000 tons of raw magnesium and 200,000 tons of magnesium alloy .
Judging from the disclosed information, Baosteel Metal and Yunhai Metal have long cooperated in the business investment field.
On November 25, 2020, Yunhai Metal, Baosteel Metal and Qingyang County Construction Investment Group Co., Ltd. (hereinafter referred to as Qingyang Construction Investment) signed an investment agreement to jointly invest in the establishment of Anhui Baomagnesium Light Alloy Co., Ltd. (hereinafter referred to as Anhui Baomagnesium). Among them, Baosteel Metal invested 1.08 billion yuan, accounting for 45% of the shares; Yunhai Metal invested 1.08 billion yuan, accounting for 45% of the shares; Qingyang Construction Investment invested 240 million yuan, accounting for 10% of the shares.
announced that Anhui Baomatrix, as the main body of the project, plans to invest and build a "annual production of 300,000 tons of high-performance magnesium-based light alloy, 150,000 tons of magnesium alloy die-casting parts, an annual production of 1 million tons of flux, an annual production of aggregate and machined sand 25 million tons", and is committed to building a world-class magnesium alloy production base.
"In fact, the overall scale of the magnesium industry is relatively small, with only 1 million tons of raw magnesium worldwide. Due to the dispersed production capacity and lack of R&D investment, the promotion of industry processing and alloy directions has slow progress." An industry researcher at a securities firm non-ferrous metals told the 21st Century Business Herald reporter that Baosteel Metal's business covers metal packaging, metal products, etc., and its financial strength, industrial chain coverage, and customer channels are all advantageous than Yunhai Metal. "After the cooperation between the two parties, especially Bao After steel metal obtains control, both parties will definitely accelerate the technological innovation and downstream promotion of magnesium in the field of automobile processing, which is more in line with the downstream application promotion direction of Yunhai Metal. "
The above-mentioned non-ferrous metal researcher of the securities firm told the 21st Century Business Herald reporter that at present, whether in traditional fuel vehicles or in the field of new energy vehicles, they basically include aluminum alloys, magnesium alloys, carbon fiber and high-strength steel . "Magnesium alloys have become the most effective automotive lightweight material with their low density and other characteristics." Research report from
Dongwu Securities also believes that with the improvement of magnesium alloy die-casting process, the price ratio of magnesium aluminum will be lower, and magnesium alloy automotive structural parts will gradually replace aluminum alloy structural parts.
Previously, Yunhai Metal has been expanding its downstream deep processing business. For example, in terms of magnesium alloy automotive die castings, Yunhai Metal's "steering wheel skeleton, instrument panel bracket, central control bracket, seat bracket, display bracket and other magnesium automotive parts products in 2021 increased by year-on-year, and its market share further increased."
2021 annual report shows that the company's "magnesium alloy deep processing products" operating income was 702 million yuan, an increase of 47.14% year-on-year. By the first half of 2022, the operating income of "magnesium alloy deep processing products" was 295 million yuan, a year-on-year increase of 51.30%.
. Regarding the development direction after the change of control rights, the relevant person in charge of Yunhai Metal said that in the future, the company will focus on the full magnesium industry, build a full magnesium industry chain, focus on magnesium-based materials, accelerate the layout of magnesium products, lead the consumption of magnesium-based materials, and provide customers with lightweight solutions.
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