Source: Hexun.com
Last night, Nord Co., Ltd. (600110, Stock Bar) launched a plan to raise 1.4 billion yuan to expand production by a planned increase and raise 1.4 billion yuan. It is worth noting that Nord Co., Ltd. had previously spent 800 million yuan to acquire 100% equity of Qingjing Copper Foil , and this 800 million yuan acquisition case was deeply involved in the storm of "related transactions"...
Nord Co., Ltd. plans to raise 1.42 billion yuan to focus on the main business
On the evening of May 8, Nord Co., Ltd. disclosed an announcement on the 2020 private placement plan. The content shows that the company plans to raise no more than 1.42 billion yuan in private placement, and after deducting issuance expenses, it will be used to invest in electrolytic copper foil engineering projects for high-performance extremely thin lithium-ion batteries, supplement working capital and repay bank loans. The targeted share issuance of this targeted share is no more than 35 specific objects, including the controlling shareholder Bangmin Holdings, of which Bangmin Holdings intends to subscribe to no less than 30% of the number of shares issued this time.
plan shows that before this issuance, Bangmin Holdings held 104,107,774 shares of the company, with a shareholding ratio of 9.05%, and is the controlling shareholder of the company. Nord Industrial holds 100% of the shares of Bangmin Holdings, and Mr. Chen Lizhi holds 51% of the shares of Nord Industrial, so Mr. Chen Lizhi is the actual controller of the company. Based on the upper limit of the number of shares issued in this private placement, Bangmin Holdings' subscription is no less than 30% of the number of shares issued this time. After the completion of this issuance, Bangmin Holdings' shareholding ratio will be no less than 13.88%, and it is still the controlling shareholder, and Chen Lizhi is still the actual controller of the company.
The 800 million yuan acquisition case that was deeply involved in the storm of related transactions was denied
It is worth mentioning that the 800 million yuan acquisition case that was previously deeply involved in the storm of related transactions was just denied... On May 8, Nord Co., Ltd. also issued an announcement on the termination of the acquisition of equity, which is the 800 million yuan acquisition of Qingjing Copper Foil. The entire process of the
traceback incident, Nord Co., Ltd. reviewed and passed the "Proposal on the Company's Plan to Acquire Equity Assets and Sign a Share Transfer Agreement" at the 24th Meeting of the 9th Board of Directors of the Company on April 20, 2020. The company plans to acquire 100% of the equity of Shenzhen Qingjing Copper Foil Investment Co., Ltd. (hereinafter referred to as "Shenzhen Qingjing Copper Foil") and hold 26.95% of the equity of Fujian Qingjing Copper Foil Co., Ltd. (hereinafter referred to as "Fujian Qingjing Copper Foil") and acquire 100% of the equity of Fujian Qingjing Investment Co., Ltd. (hereinafter referred to as "Fujian Qingjing Investment") and hold 26.95% of the equity of Fujian Qingjing Copper Foil. The company will indirectly acquire 100% of the equity of Fujian Qingjing Copper Foil for a total price of RMB 848 million, and the performance commitment will pay the company performance compensation based on the performance of the target company.
It is understood that Qingjing Copper Foil is the only electrolytic copper foil material manufacturer in Fujian Province. It has a planned and designed high-end electrolytic copper foil production base of 20,000 tons per year, and has supporting facilities such as office buildings, R&D buildings, employee dormitories and canteens with a planned annual output of 20,000 tons of high-end electrolytic copper foil production base. Its current annual production capacity is 5,000 tons. The lithium battery copper foil products produced by Qingjing Copper Foil have entered well-known domestic lithium battery companies. The core customers are mainly CATL (300750, Stock Bar) and BYD (002594, Stock Bar).
After Nord shares launched its acquisition plan, there were reports on suspected related transactions of Nord shares' merger and acquisition. Some media questioned that whether it is the "acquisition target" of Fujian Qingjing Copper Foil, Chen Sheng, or the actual controller of Peng Yanmei, they have an association with Chen Lizhi, the actual controller of the listed company. In addition, Shenzhen Qingjing Copper Foil and Nord Co., Ltd. are registered and offices in Shenzhen. The former is Building 604-20, Building 1, Meinian International Plaza, Nanhai Avenue, China Merchants Street, Nanshan District, Shenzhen. Nord Co., Ltd.'s office is 16th Floor, Building A, No. 1, Green River Mangshu Bay, No. 8, Shazui Road, Futian District, Shenzhen.
and related companies also have many consistent situations. According to Tianyan Check, the contact number and email address left in the investment industrial and commercial information of Shenzhen Qingjing Copper Foil are 0755-83235706 and [email protected], respectively.
Coincidentally, the contact information reserved by a company named Shenzhen Nord Yuetong Technology Co., Ltd. and Shenzhen Qingjing in the industry and commerce are exactly the same.Tianyan Check shows that the contact information reserved for its 2017 annual inspection shows that the email address is [email protected] and the phone number is 0755-83235706. The company's legal person and actual controller also happen to be Chen Lizhi, which is 100% owned by Nord Group.
In addition, the email address reserved by many companies in Shenzhen under Chen Lizhi's name in the industrial and commercial department is [email protected], and the contact information is completely consistent with Shenzhen Qingjing Copper Foil Investment.
For these seemingly "coincidence" phenomena, the storm of "related transactions" by Nord Co., Ltd. is still continuing...
Nord Co., Ltd. issued a clarification announcement on the evening of April 24, stating that there is no relationship between the listed company and Chen Sheng, the legal representative and director of Qingjing Copper Foil mentioned in the media, and Peng Yanmei, the actual controller and director. The company emphasized that the report is seriously inconsistent with the facts and is prone to misleading. However, since the acquisition was not reviewed and approved by Nord Shareholders' Meeting, the company announced the termination of the acquisition of assets on the evening of May 7.
lost 122 million yuan in 2019, with an asset-liability ratio of 66%, and a debt-to-asset ratio of 66%. Looking at the fundamentals of Nord Co., Ltd., the data in the 2019 annual report shows that during the reporting period, the revenue reached 2.15 billion yuan, a year-on-year decline of 7.38%; the net profit attributable to shareholders of listed companies was -122 million yuan, a sharp decline from profit to loss compared with the same period last year, a sharp decline of 225.4%; the basic earnings per share was -0.106 yuan, compared with the same period last year of 0.0845 yuan.
Similarly, the company's debt-to-asset ratio has also hit a new high in recent years, reaching 66.54%. In addition, data shows that as of the end of 2019, the company's interest-bearing liabilities (short-term loans + long-term loans) were 2.49 billion + 628 million = 3.118 billion. The company's interest expense in 2019 was 209 million, while the company's net profit last year was -122 million. The ratio of interest expenses to net profit can be imagined.
In addition, we also observed that as of the end of 2019, the company had 1.219 billion yuan in cash. Logically speaking, there should be so much money that we should not borrow heavily. Through the 2019 financial report, it was found that as much as 927 million yuan was limited due to margin. Excluding restricted funds, the company can actually use less than 300 million yuan, and the capital side is "stretched".
From this perspective, it seems that after the 800 million yuan acquisition was rejected, Nord Co., Ltd. "can't wait" to throw out the 1.4 billion yuan private placement plan, and from the purpose of the fundraising, 420 million yuan will be used to supplement working capital and repay bank loans.
data shows that Nord Co., Ltd.'s main products are lithium battery copper foil, which are used in lithium-ion battery products, and ultimately in terminal products such as new energy vehicles, 3C digital, energy storage systems, etc. Among them, new energy vehicles are the largest application field at present. Currently, the mainstream power lithium batteries on the market, lithium iron phosphate , lithium manganate , ternary lithium batteries, etc. all require copper foil as the current collector of the negative electrode. Lithium battery copper foil is an indispensable and important material for the production of lithium batteries.
According to the data in the first quarter, the operating conditions are not ideal. The announcement shows that the revenue in the first quarter of 2020 was 348 million yuan, a year-on-year decrease of 32.65%; the net profit attributable to shareholders of listed companies was -9.2984 million Tianyan, which turned from profit to loss compared with the same period last year, a year-on-year decrease of 129.96%.
