On the 18th of Aotecar New Energy Technology Co.Ltd(002239) (002239), which announced the proposed change of control three days ago, it was announced that the actual controller Zhang Yongming decided to terminate the planning of the change of control to the Chongqing Changan Automobile Company Limited(000625) group.
partner or “brother company”
Aotecar New Energy Technology Co.Ltd(002239) formerly known as jinfeida, it was renamed Aotecar New Energy Technology Co.Ltd(002239) through restructuring in May 2015. Its main business is to increase the automobile air conditioning compressor industry on the basis of the original garment manufacturing industry, realizing the parallel operation of two main businesses. In 2018, the company spun off its garment manufacturing business. As the former major shareholder Wang Jinfei privately engraved the official seal, the company fell into illegal guarantee but was unable to repay. After Wang Jinfei gave 6.23% of the voting rights to Zhang Yongming, the actual controller of the company became Zhang Yongming.
At present, the company’s main business includes R & D, production and sales of automotive air conditioning compressor, automotive air conditioning system, battery and energy storage system thermal management products and their key components. The main customers include Geely Automobile, Byd Company Limited(002594) , Volkswagen, SAIC GM Wuling, Chery Automobile, Chongqing Changan Automobile Company Limited(000625) , BAIC and other well-known automobile manufacturers at home and abroad. Despite close cooperation with many well-known automobile manufacturers, the company’s business has declined or even suffered losses for many times in recent years. The performance forecast shows that in 2021, Aotecar New Energy Technology Co.Ltd(002239) is expected to lose between 45 million yuan and 90 million yuan. The company said that due to the obvious rise in raw material costs, provision for impairment, high overseas logistics costs, especially the additional increase of a large number of air freight and other matters, the net profit loss of the current period was caused.
In order to boost performance, at the end of January this year, the company announced that it had signed agreements with Hainan Jimu and Beijing Tianyou, the controlling shareholder of the company, to introduce strategic investors Hainan Jimu and Yangzhou funds for the indirectly controlled company etes.
In addition to the introduction of war investment, Aotecar New Energy Technology Co.Ltd(002239) announced on February 15 that after receiving a written notice from Zhang Yongming, Zhang Yongming and the controlling shareholders Tianyou Jingan, Tianyou investment and Tibet Tianyou are planning the transfer of control of the company and have signed the share transfer intention agreement with Chongqing Changan Automobile Company Limited(000625) group, The counterparty intends to acquire 321 million shares held by the controlling shareholder of the company (corresponding to 9.9% of the total share capital of the company). The trading of the company’s shares will be suspended from now on, and it is expected that the suspension will not exceed 2 trading days.
the plan of changing owners failed in three days
Although the transaction consideration has not been announced, the two sides have preliminarily communicated the company’s future plan. Aotecar New Energy Technology Co.Ltd(002239) said in the announcement that the parties to the transaction made preliminary agreements on the corporate governance structure adjustment plan, the transfer restrictions of the company’s shares held by the controlling shareholder and Zhang Yongming, and the waiver of voting rights. Meanwhile, Aotecar New Energy Technology Co.Ltd(002239) plans to make a non-public offering of shares to Chongqing Changan Automobile Company Limited(000625) group.
Chongqing Changan Automobile Company Limited(000625) the group is mainly engaged in automobile manufacturing and related industries. Its shareholder is China ordnance and its actual controller is the state owned assets supervision and Administration Commission of the State Council. If the equity transfer is successful, Aotecar New Energy Technology Co.Ltd(002239) will become a company controlled by central enterprises, form synergy with Chongqing Changan Automobile Company Limited(000625) and others, and obtain more development opportunities relying on the central enterprise platform.
The market immediately showed positive feedback. On February 14, Aotecar New Energy Technology Co.Ltd(002239) the originally depressed share price rose 5.83% to close at 3.63 yuan / share. If the equity transfer is successful, Zhang Yongming may cash out more than 1.1 billion yuan.
However, when the outside world was generally optimistic about the transfer, only three days later, Aotecar New Energy Technology Co.Ltd(002239) announced the termination of the transfer.
On February 17, Aotecar New Energy Technology Co.Ltd(002239) disclosed that the company received a notice from Zhang Yongming, saying that due to the failure to reach an agreement with the counterparty on the specific conditions of this control transfer, Zhang Yongming decided to terminate the planning of matters related to this control change, and the trading of the company’s shares resumed on February 18. At the same time, the company said that the actual controller’s termination of planning the change of control will not have an adverse impact on the company’s future development strategy, business planning, production and operation. The company will continue to operate steadily and achieve sustainable development in accordance with the established development strategy.
control or core issues
In fact, in addition to Aotecar New Energy Technology Co.Ltd(002239) seeking adjustment, the counterparty Chongqing Changan Automobile Company Limited(000625) group is also undergoing great changes.
It is reported that after the Spring Festival of the year of the tiger, Chongqing Changan Automobile Company Limited(000625) the group’s holding subsidiary Chongqing Changan Automobile Company Limited(000625) launched internal personnel reform, adjusting 39 departments and involving more than 100 people.
“In recent years, Chongqing Changan Automobile Company Limited(000625) group has been working hard to find industrial chain resources. Aotecar New Energy Technology Co.Ltd(002239) as a supplier of Chongqing Changan Automobile Company Limited(000625) , it must also be in its vision.” According to the analysis of insiders, “from the content released by the company on the evening of the 14th, Chongqing Changan Automobile Company Limited(000625) group is running for control, but whether Zhang Yongming will be willing to transfer all his shares is still a problem.”
With the above questions, the reporter of Dazhong Securities News asked Aotecar New Energy Technology Co.Ltd(002239) for confirmation. The staff of the company’s investor hotline said: “previously, there was only intention, but there was no real transfer. At present, it has been terminated. If there is any subsequent exhibition, it will be announced in time.”
As for the company’s performance forecast, “increasing revenue but not increasing profit”, the staff member said: “it is mainly the freight of overseas business that causes losses. Selling one set loses one set. However, Europe and the United States, as an important market of the company, can not give up. We can only hope that the shipping cost can fall back as soon as possible and reduce the cost.”
In January 2021, the company raised 442 million yuan through fixed increase, which was used for the new energy vehicle heat pump air conditioning system project, the fourth generation electric compressor project with an annual output of 600000 units, the compressor piston project with an annual output of 15 million units, the central research institute project and supplementary working capital. For the development of the company, the company said: “the heat pump air conditioning system project has reached production capacity. At present, the production capacity is fully released. With the development of the new energy vehicle market, the company is full of confidence in the market.”
