The printing business is in recession, and Hongbo Co.Ltd(002229) (002229. SZ) has swept the floor across the border Siasun Robot&Automation Co.Ltd(300024) .
On the evening of February 14, Hongbo Co.Ltd(002229) announced that the company planned to purchase 51% equity of Guangzhou Keyu Siasun Robot&Automation Co.Ltd(300024) Co., Ltd. (hereinafter referred to as "Guangzhou Keyu") held by Guangdong Baole Siasun Robot&Automation Co.Ltd(300024) Co., Ltd. (hereinafter referred to as "Baole shares") by paying cash. After the completion of this transaction, Guangzhou Keyu will become the holding subsidiary of Hongbo Co.Ltd(002229) .
According to the announcement, Hongbo Co.Ltd(002229) it is estimated that the overall valuation of Guangzhou Keyu will not exceed 700 million yuan, so the company expects to spend no more than 357 million yuan.
Hongbo Co.Ltd(002229) is mainly engaged in printing invoices, lottery tickets, certificates and other products. According to the 2021 semi annual report, its printing business revenue is 290 million yuan, accounting for 97% of the total revenue.
in recent years, Hongbo Co.Ltd(002229) relying on the old bank, the performance growth is weak.
In 2020, the revenue and net profit of Hongbo Co.Ltd(002229) decreased significantly. At that time, Hongbo Co.Ltd(002229) attributed the reason to the shrinking demand of downstream enterprises and cancellation of orders caused by the epidemic. However, the performance of Hongbo Co.Ltd(002229) has not improved significantly in 2021. Its performance forecast shows that in 2021, the revenue will not increase the profit, and the operating revenue is expected to increase by 21% year-on-year, but the net profit has also decreased by 62% - 74% compared with 2020. Moreover, after deducting non recurring profits and losses, the net loss is expected to be 7.3 million yuan to 10.95 million yuan.
Therefore, Hongbo Co.Ltd(002229) began to "find another way to live". The main business of Guangzhou Keyu acquired this time is the manufacturing of household cleaning and sanitary appliances and special accessories for household electric appliances. In 2020, the annual revenue of Hongbo Co.Ltd(002229) was only 474 million yuan, while in the same year, the operating revenue of Guangzhou Keyu was 535 million yuan. Therefore, this acquisition constituted a major asset restructuring, but Hongbo Co.Ltd(002229) said that the transaction did not involve restructuring and listing.
In the secondary market, the news of inter-bank development of new business has brought "sweetness" to Hongbo Co.Ltd(002229) . On February 15, Hongbo Co.Ltd(002229) opened and closed at 7.04 yuan / share. On the same day, Hongbo Co.Ltd(002229) received a letter of concern and requested to supplement whether the effective date of the provisions in the equity transfer agreement on the payment of deposit and advance payment of 143 million yuan is inconsistent with the resolution of the board of directors of the company. It is required to specify the relevant background and reasons for the occupation of non operating funds by the controlling shareholder of Guangzhou Keyu, and supplement the specific measures to avoid the occupation of funds in the future.
According to the resolution of the board of directors disclosed in Hongbo Co.Ltd(002229) , the payment plan of this reorganization needs to be submitted to the general meeting of shareholders for deliberation and approval. However, according to the equity transfer agreement, Hongbo Co.Ltd(002229) terms such as payment of deposit and advance payment of 142.8 million yuan have been established and come into force since the signing date of the agreement.
It is worth mentioning that Guangzhou Keyu, which is regarded as a new growth point of performance by Hongbo Co.Ltd(002229) , is still in a state of loss.
in 2021, the operating revenue of Guangzhou Keyu decreased by about 90 million yuan compared with 2020, and the net loss was nearly 50 million yuan. spent so much money to acquire a loss making enterprise, Hongbo Co.Ltd(002229) therefore had to explain that the decline in Guangzhou Keyu's revenue was mainly affected by the tight transportation of goods in international trade, the shortage of some raw materials in the upstream and the fluctuation of the exchange rate of the US dollar against the RMB, while a major reason for the decline in net profit was the confirmation of share based payment of 40.9955 million yuan in 2021 due to employee equity incentive.
Although the performance of Guangzhou Keyu is not satisfactory, its parent company Baole shares signed an agreement with Hongbo Co.Ltd(002229) and promised that the net profit attributable to Guangzhou Keyu after deduction in 2022, 2023 and 2024 will not be less than 30 million yuan, 50 million yuan and 70 million yuan respectively. If Guangzhou Keyu fails to achieve this performance, Baole shares shall compensate Hongbo Co.Ltd(002229) in cash for the profit difference between the promised net profit and the actual net profit.
In fact, in the past few years, Hongbo Co.Ltd(002229) has tried to expand new business for many times, including games, communication equipment and auto parts, but all ended in failure.
In 2017, Hongbo Co.Ltd(002229) announced that it planned to acquire 100% equity of Shenzhen palm game Technology Co., Ltd. with cash of 536 million yuan. In 2018, Hongbo Co.Ltd(002229) also signed the equity transfer framework agreement and planned to acquire 30% equity of Flanders Technology (Shenzhen) Co., Ltd. with cash of 345 million yuan. Up to now, the shares of the two companies have been transferred one after another.
