Why did Tsinghua Holdings transfer to Ziguang Holdings at a discount of 41.18%?
Caihua News
As early as August 14 last year, Ziguang Holdings (00365-HK) issued an announcement for the first time that Tsinghua Holdings, the controlling shareholder of Ziguang Group , was planning to transfer part of its interests in Ziguang Group. , this matter may involve changes in the company’s controlling shareholders.
After more than a year and a month, on September 17, 2019, Ziguang Holdings announced that it had entered into a share purchase agreement with Xinding and Beijing Ziguang Capital after the trading session on September 17, 2019. The joint contractors and persons acting in concert (including Shanghai Semiconductor Equipment Materials Fund and Henan Zhanxing Fund) will have interests in 986,829,420 shares, which is approximately 67.82% of the total issued share capital of Ziguang Holdings , and the absolute acquisition price is 990 million. Hong Kong dollars, corresponding to approximately HK$1.00 per Sale Share.
As of September 17, the closing price of Ziguang Holdings was 1.70 yuan. This time, Ziguang Holdings sold 67.82% of the company's shares at a discount of 41.18%. Why is Tsinghua Holdings willing to sell Unisplendour Holdings at a discount of more than 40%? Let’s first take a look at the performance of Unisplendour Holdings .
Performance over the years has been dismal
Why did Tsinghua Holdings transfer to Unisplendour Holdings at a discount of 41.18%?
Ziguang Holdings was founded in Hong Kong in 1984 and was listed on the Hong Kong Main Board in 2000. It joined Tsinghua Unigroup in June 2016. The company's main business is the production and sales of SMT equipment. Judging from the company's operating income and net profit attributable to the parent company since 2010, the net profit attributable to the parent company from the first nine months of 2010 to the first nine months of 2015 accounted for a very low proportion of the operation. The net profit rate in the first nine months of 2011 was The highest in the past six years was only 1.86%. In 2016, 2018, 2018 H1, and 2019 H1, profits attributable to parent companies recorded losses, and the net profit rate in 2017 reached the highest level in the past 10 years at 20.38%. From the data, it is clear at a glance that the company's operating performance in the past 10 years has been very poor. This may be the reason why Tsinghua Holdings is willing to sell 67.82% of the company's shares at a discount of 41.18%.
Why did Tsinghua Holdings transfer to Ziguang Holdings at a discount of 41.18%?
Judging from Tsinghua Holdings’ investment in Hong Kong stock listed companies, Tongfang Youyou (01868-HK) and Tus International (00872-HK) lost 56.49% and 79.89% respectively after Tsinghua Holdings took shares. Tsinghua Holdings’s Hong Kong stock listed companies The investment returns are not very good.
Ziguang Holdings’ operating performance is so poor, so why is Xinding willing to take over? According to the announcement, the intention of the joint offeror is to maintain the company's existing main business, namely SMT equipment manufacturing and related businesses, and the joint offeror will assist the company to review its business and financial status in order to seek to dispose of the existing main business. Certain businesses outside of the business to streamline the company's resources and business structure, as well as opportunities to expand into other semiconductor-related businesses. With the arrival of the new controlling shareholder, what opportunities can the new controlling shareholder bring to the semiconductor-related business of Unisplendour Holdings ?
Background of the new controlling shareholder
Why did Tsinghua Holdings transfer to Ziguang Holdings at a discount of 41.18%?
Xinding is one of the joint contractors of this acquisition. Zhongqing Xinxin holds 51.01% of the equity, Shanghai Semiconductor Equipment Materials Fund holds 28.0% of the equity, Henan Zhanxing Fund holds 21.9% of the equity, and National Integrated Circuit Fund holds 15.99% equity of Zhongqing Xinxin.
According to Tianyan Check, Shanghai Semiconductor Equipment Materials Fund and National Integrated Circuit Fund own a number of semiconductor subsidiaries.
Why did Tsinghua Holdings transfer to Ziguang Holdings at a discount of 41.18%?
Shanghai Semiconductor Equipment Materials Fund was established in 2018 and mainly invests in the integrated circuit equipment materials industry. According to Tianyan Check, the Shanghai Semiconductor Equipment Materials Fund holds 18.85% of the shares of Shanghai Yudu Semiconductor Technology Co., Ltd. and 100% of the shares of Shanghai Yuxin Semiconductor Co., Ltd. Shanghai Yudu Semiconductor Technology Co., Ltd. is a company engaged in integrated circuit testing equipment and other related A product R&D and production enterprise, Shanghai Yixin Semiconductor Co., Ltd. is engaged in technology development and other businesses in the field of semiconductor technology.
The rise and fall of the National Integrated Circuit Fund after taking shares in listed companies
Why did Tsinghua Holdings transfer to Unisplendour Holdings at a discount of 41.18%?
The National Integrated Circuit Fund was established in 2014 and was initiated by the National Finance Department and China Development Bank Finance. It mainly invests in key industries such as chip manufacturing and semiconductors. It owns many subsidiaries in the fields of chips, integrated circuits and semiconductors, such as Sanan Optoelectronics, Goke Micro, Ninestar, Jingfang Technology.
Why did Tsinghua Holdings transfer to Ziguang Holdings at a discount of 41.18%?
Based on incomplete statistics, 19 representative listed companies invested by the National Integrated Circuit Fund were selected, including 17 A-share listed companies and 2 Hong Kong-listed companies. After the National Integrated Circuit Fund took shares, the average increase in stock prices of 13 listed companies was 40.48%, which was much higher than the average decrease of 9.84% in the stock prices of 6 listed companies, and the probability of increase was 68.42%. Among them, Goodix Technology has only taken shares for about a year and a half, with an increase of 128.4%. Jingfang Technology has the largest decline. It took about a year and a half to invest, and the decline reached 16.14%.
Judging from the listed companies invested by the National Integrated Circuit Fund, the concept of rising after taking shares is large. This may be related to the fact that the National Integrated Circuit Fund mainly invests in emerging industries such as semiconductors and chips. It has rich semiconductor industry resources and can integrate its subsidiaries. business. It is believed that the participation of the National Integrated Circuit Fund will bring semiconductor-related business opportunities to Unisplendour Holdings .
Semiconductor Industry Development
Why did Tsinghua Holdings transfer to Unisplendour Holdings at a discount of 41.18%?
In terms of policy, the state has continued to provide policies to support the integrated circuit industry. Among them, in March 2018, the state issued the "Notice on Corporate Income Tax Policy Issues for Integrated Circuit Manufacturing Enterprises". Investment in newly established integrated circuit lines after January 1, 2018 Integrated circuit manufacturing enterprises or projects with a width less than 130 nanometers and an operating period of more than 10 years are exempt from corporate income tax from the first to the second year, and are levied a corporate income tax at a statutory rate of 25% from the third to the fifth year. , and enjoy it until expiration. This can increase the enthusiasm of enterprises, increase research on integrated circuits, and create favorable conditions for the development of integrated circuits in our country.
Why did Tsinghua Holdings transfer to Ziguang Holdings at a discount of 41.18%?
From Q1 of 2014 to the present, the trend of semiconductor sales in my country and the world has been basically consistent, and the overall upward trend has been maintained. It reached the highest value in the Q3 quarter of 2018. Global semiconductor sales reached 122.7 billion U.S. dollars in the quarter, and my country’s semiconductor sales in the quarter reached a value Reaching US$43.1 billion, then against the background of tense international situation, the semiconductor industry showed a downward trend from Q2 of 2018 to Q1 of 2019. Starting from the Q1 quarter of 2019, the sales of the semiconductor industry showed positive growth month-on-month. In terms of
's share, my country's semiconductor sales accounted for global semiconductor sales from 26.37% in Q1 2014 to 35.74% in Q2 2019. Although the international situation is unclear, the global semiconductor sales market is still huge, and the proportion of my country's sales in global semiconductor sales is increasing. There is still room for development of my country's semiconductor industry. Judging from the scale of my country's semiconductor market alone, my country's semiconductor sales reached US$35.1 billion in Q2 2019, and there are also huge opportunities for my country's semiconductor companies. If the new controlling shareholder can expand the semiconductor business of Unisoc Holdings, it will bring new highlights to the development of Unisoc.
