launched a shareholding plan of “1 yuan per share” to employees, but it was first questioned by investors and attracted regulatory attention. Recently, Sto Express Co.Ltd(002468) encountered embarrassment.
So, whether such a shareholding plan is reasonable or not, and is it possible to transfer interests?
On February 22, Sto Express Co.Ltd(002468) received an inquiry letter from the Shenzhen stock exchange due to the previously controversial employee stock ownership plan.
The Shenzhen stock exchange requires Sto Express Co.Ltd(002468) to explain whether the price of “1 yuan purchase” is reasonable, the basis for determining the directors, supervisors and senior managers participating in the employee stock ownership plan, and whether there is a disguised transfer of interests to relevant parties. The given period is before March 1.
On the same day, Sto Express Co.Ltd(002468) shares closed at 8.10 yuan / share, down 2.64%. Since the announcement of the employee stock ownership plan on February 15, it has fallen by 6.57%.
“employee benefits” annoy investors
On February 14, Sto Express Co.Ltd(002468) disclosed the first phase of employee stock ownership plan (Draft).
According to the draft plan, there are no more than 124 employees participating in the stock ownership plan (excluding reserved shares). The source of shares is the shares repurchased by the company, with a total of no more than 19559900 shares, accounting for 1.28% of the company’s current total share capital, of which 14356400 shares are for employees participating in the stock ownership plan for the first time, and the remaining 52035000 shares are transferred as reserved shares within the specified time.
Previously, Sto Express Co.Ltd(002468) repurchased 19.5599 million shares at a total cost of 236 million yuan, with an average price equivalent to 12.07 yuan / share, while the price in the employee stock ownership plan was only 1 yuan / share, with a discount rate of 91.7%. The company finally got less than 20 million yuan from employees.
Not many people can participate in the “1 yuan purchase”, including 8 senior executives, core managers and core backbone personnel (no more than 116), which has little to do with ordinary employees and express network.
According to the published list, Wang Wenbin, the director and general manager of the company, may become the biggest winner. The upper limit of its proposed subscription share is 2.9812 million shares, accounting for 15.24% of the employee stock ownership plan. Wang Wenbin did not join Sto Express Co.Ltd(002468) for a long time. When the management of the company was changed in early 2021, he was “airborne” as the general manager for a term of three years.
Once the “welfare full” plan was announced, it aroused the doubts and dissatisfaction of many investors.
On February 15, the share price of Sto Express Co.Ltd(002468) once fell by 5.88%, and the closing price was 8.30 yuan / share, down 4.27%.
the performance appraisal goal is not high
Specifically, Shenzhen stock exchange requires Sto Express Co.Ltd(002468) Description:
In combination with the amount of repurchased shares withdrawn by the company, the price of repurchased shares and the discount of recent market comparable cases, this paper explains the basis and rationality for determining that the price of repurchased shares purchased in this ESOP is 1 yuan, Whether it complies with the basic principle of “assuming sole responsibility for profits and losses, bearing risks and equal rights and interests with other investors” in the guiding opinions on the pilot implementation of employee stock ownership plan by listed companies;
Supplementary disclosure of the basis for the determination of directors, supervisors and senior managers among the participants of the employee stock ownership plan;
Explain in detail whether the employee stock ownership plan is conducive to the sustainable development of the company and whether there is a disguised transfer of benefits to relevant parties.
Previously, for the rationality of the employee stock ownership plan, Sto Express Co.Ltd(002468) said in the draft that the participants determined this time were composed of three parts of personnel,
First, it undertakes the major responsibility of formulating the company’s development strategy and leading the company’s forward direction;
Second, he is the direct person in charge of the company’s business unit and management, promoting business development and management refinement;
Third, he is the person in charge of the company’s key projects and important work to promote the implementation of projects and the effective implementation of business.
Sto Express Co.Ltd(002468) said that these three types of participants play an important role in the development of the company. The incentive through the way of granting shares at a discount is intended to further improve the company’s medium and long-term incentive mechanism, consolidate the foundation of human resources system, and focus on key employees and key incentives to retain and motivate this part of core talents, so as to avoid talent grabbing by peer competitors.
So, can Sto Express Co.Ltd(002468) be convincing?
In the view of insiders, Sto Express Co.Ltd(002468) has attracted regulatory attention, which is not surprising.
For the Sto Express Co.Ltd(002468) employee stock ownership plan, Zhao Xiaomin, an expert in the express industry, analyzed that from the perspective of the company’s operation mode, it is possible to launch any incentive mode within the rules. On the one hand, the dispute caused by Shentong’s employee stock ownership plan is aimed at the price. The employee stock purchase price previously predicted by the market is between 4 yuan and 5 yuan, However, Shentong has launched the “1 yuan purchase”, and the previous “0 yuan” or “1 yuan” medium and high-level equity incentive has caused great controversy; On the other hand, it is about the assessment indicators. The performance assessment indicators formulated by Shentong are not lower than the growth rate of the national express industry in 2022 / 2023, or the loss after deducting non-profit in 2022 / the profit after deducting non-profit of 500 million in 2023. Combined with the related party transactions recently released by Sto Express Co.Ltd(002468) and the asset impairment of more than 700 million yuan in the huge loss last year, such assessment indicators can be easily realized.
Specifically, Sto Express Co.Ltd(002468) can only meet one assessment index in the business growth rate and net profit after deduction. Moreover, if the performance does not meet the standard in the first assessment period within the plan, the corresponding equity can be deferred to the second assessment period, which will take effect together when it meets the standard.
In terms of the growth rate of express business, in 2021, the business volume of national express service enterprises totaled 108.3 billion, a year-on-year increase of 29.9%, Sto Express Co.Ltd(002468) the business volume in 2021 was 11.079 billion, a year-on-year increase of 25.64%, which did not outperform the growth rate of the industry. However, on January 22 this year, Sto Express Co.Ltd(002468) announced that it is expected that the related party transactions with Alibaba and rookie will increase to 4.438 billion yuan in 2022, while the amount of these related party transactions will be 1.7 billion yuan in 2021. This also means that it provides a certain guarantee for the performance of Sto Express Co.Ltd(002468) 2022.
In terms of profit, the previous Sto Express Co.Ltd(002468) released the announcement of performance pre loss. It is estimated that the net loss attributable to shareholders of listed companies will be 840 million yuan to 950 million yuan in 2021, while the profit in 2020 will be 36.3273 million yuan, from profit to loss. For the performance loss, Sto Express Co.Ltd(002468) said in the announcement that in 2021, in order to maintain the healthy development of express network and enhance the customer expansion and service capacity of franchise outlets, the company appropriately adjusted the support of market policies during this period, resulting in the decline of the company’s single ticket express revenue, which had a certain impact on the annual performance. In the first three quarters of 2021, due to the impact of site relocation, project completion delay and other factors, the overall single volume throughput scale was limited, resulting in high operating costs and low capacity utilization, which affected the performance of the company to a certain extent. Combined with its own business conditions, the company appropriately increased financing, and the new bank loans led to an increase in financial expenses.
In addition, Sto Express Co.Ltd(002468) conducted a preliminary impairment test on relevant assets. Based on the company’s operating performance in 2021, the cash flow and operating profit generated by relevant assets are lower than expected and other factors, some assets show signs of impairment, including the disposal and impairment of fixed assets of about 76 million yuan and the provision for goodwill impairment of assets such as acquisition transfer centers of about 700 million yuan.
Not only industry insiders believe that the assessment indicators are not difficult to achieve, but also some investors believe that the goal of Sto Express Co.Ltd(002468) “turning losses into profits” is too low in the case of profit growth of peers.
The reporter consulted Sto Express Co.Ltd(002468) the Secretary General’s office through e-mail about the factors on which the performance appraisal objectives are based and whether the level is too low, but no reply has been received before publishing.
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