On March 24, Rongfeng Holding Group Co.Ltd(000668) ( Rongfeng Holding Group Co.Ltd(000668) ) announced that the controlling shareholder shengshida investment and Hubei new kinetic energy fund signed the share transfer framework agreement on the same day, agreeing that Hubei new kinetic energy fund plans to transfer 43906000 shares of the company held by shengshida investment, accounting for about 29.90% of the issued shares of the company.
Both parties agree that the transfer price of this transaction shall not be lower than 90% of the closing price of the trading day before the signing date of the agreement, and shall not be lower than the average price of the 20 trading days before the signing date of the agreement. The final transaction price corresponds to the overall valuation of the listed company, which shall not be higher than 2.2 billion yuan. The specific transaction price and amount will be determined by signing the equity transfer agreement after the audit and evaluation of the listed company is completed.
Statistics show that Hubei new kinetic energy fund, established in June 2019, is a wholly-owned subsidiary of Hubei Gao Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) Investment Group Co., Ltd. under Changjiang Industry Investment Group Co., Ltd. It is positioned as the main investment and financing platform to promote the development of high-tech and emerging industries, focusing on mergers and acquisitions of listed companies, equity investment and other businesses.
At present, shengshida investment holds Rongfeng Holding Group Co.Ltd(000668) 59926000 shares, accounting for about 40.81% of the issued shares of the listed company, and is the controlling shareholder of the listed company. After the transaction agreed in the above agreement is completed, Hubei new kinetic energy fund will become the controlling shareholder of Rongfeng Holding Group Co.Ltd(000668) and Hubei SASAC will become the actual controller of Rongfeng Holding Group Co.Ltd(000668) .
Rongfeng Holding Group Co.Ltd(000668) said that this transfer will not have an adverse impact on the production, operation and financial status of the company. This transfer will help optimize the shareholder structure and governance structure of the listed company, enhance the overall strength of the company, have a positive impact on the future development of the company, and safeguard the interests of the listed company and minority shareholders.
Rongfeng Holding Group Co.Ltd(000668) its main business is real estate development. In October last year, the company obtained the voting rights corresponding to 76.65% shares of Weiyu medical through restructuring, capital increase and voting rights on behalf of Weiyu medical, realizing the control of Weiyu medical. Weiyu medical is a professional provider of medical orthopaedic implant consumables distribution and technical service, mainly engaged in the sales and distribution of medical orthopaedic implant consumables such as spine, trauma and joint.
In January this year, Rongfeng Holding Group Co.Ltd(000668) once disclosed the performance forecast. The company estimated that the net profit in 2021 would be 220 million yuan – 280 million yuan, an increase of 104913% – 130798% over the same period of the previous year, and the net profit deducted would be 70 million yuan – 130 million yuan, a decrease of 119.60% to 307.84% over the same period of the previous year. The operating revenue is expected to be 430 million yuan, and the operating revenue after deduction is expected to be 424 million yuan.
According to the explanation of Rongfeng Holding Group Co.Ltd(000668) , the reasons for the substantial increase of the company’s performance in 2021 compared with the same period of the previous year include: the accumulated transaction payment received by the company for the sale of Chongqing Rongfeng equity reached 55.33% of the total transaction consideration, reaching the time point of revenue recognition; The fourth quarter performance of Weiyu medical is included in the scope of consolidated statements. Non net profit deducted in 2021 is negative, mainly due to the deduction of income related to equity transfer of Chongqing Rongfeng.
However, the above matters have attracted the attention of the Shenzhen Stock Exchange. In particular, Rongfeng Holding Group Co.Ltd(000668) 2021 achieved a revenue of 513936 million yuan, a net profit of -453346 million yuan and a net profit of -482925 million yuan after deduction in the first three quarters of 2021, with year-on-year changes of 16.8%, – 117.94% and – 66.28% respectively. However, according to the performance forecast, the company increased revenue by nearly 400 million yuan in the fourth quarter, and the net profit increased by about 200 million yuan to 300 million yuan. However, the net profit loss expanded after deduction, and the rationality of the change of relevant indicators is in doubt.
It is worth mentioning that in the restructuring completed in October last year, Rongfeng Holding Group Co.Ltd(000668) is the 30.15% equity of Weiyu medical treatment purchased from the controlling shareholder shengshida investment. According to the enterprise investigation data, shengshida investment no longer directly holds any shares of Weiyu medical treatment.
