The asset restructuring plan of Anhui Xinli Finance Co.Ltd(600318) ( Anhui Xinli Finance Co.Ltd(600318) . SH), which has been prepared for more than four months, was terminated, which means that the company has failed to enter the lithium battery field temporarily.
On March 31, Anhui Xinli Finance Co.Ltd(600318) announced that due to the failure of both parties to reach an agreement on some core transaction terms, the company terminated planning to purchase 756234% equity of Shenzhen BIC Power Battery Co., Ltd. (hereinafter referred to as "BIC power") by means of major asset replacement and issuing shares to purchase assets, and raise supporting funds.
After the announcement, on April 1 and 2, Anhui Xinli Finance Co.Ltd(600318) fell by the limit for two consecutive days.
cross border transformation lithium battery acquisition object is not a high-quality target
On November 10 and 24, 2021, Anhui Xinli Finance Co.Ltd(600318) successively announced that it planned to buy the financial business out of the listed company by means of major asset replacement and issuing shares to buy assets, purchase 75.62% equity of BIC power and raise supporting funds. At that time, Anhui Xinli Finance Co.Ltd(600318) was full of confidence in the transaction and said that the transaction was conducive to the listed companies to explore new business transformation and seek new profit growth points.
Anhui Xinli Finance Co.Ltd(600318) originally engaged in financing guarantee, small loan, pawn, financial leasing, software and information technology services. In order to acquire bike power, Anhui Xinli Finance Co.Ltd(600318) plans to purchase the equity of the company mainly engaged in financing guarantee, microfinance, pawn and financial leasing from the listed company, and replace it with the equivalent part of all the equity of bike power held by bike battery or Tibet haoze. The proposed assets include 58.48% equity of Derun leasing, 100% equity of Dexin guarantee, 67.50% equity of Dezhong finance, 56.51% equity of Deshan xiaodai and 77.05% equity of Dehe pawn.
However, BIC power is not a high-quality target. Since 2017, BIC power has twice tried to achieve "curve" listing by being acquired, but both ended in "halberd".
A few years ago, BIC power obtained shares from several listed companies such as Wuhu Token Sciences Co.Ltd(300088) , Jiangsu Zhongli Group Co.Ltd(002309) and so on. After a short highlight, it fell into the mire of Zhongtai Auto's arrears, defaulted on the payment of some suppliers and was unable to repay bank loans in time.
In addition, there is a risk of continuous loss for BIC power. In 2019, 2020 and the first three quarters of 2021, the net profit attributable to the parent company of BIC power was -768 million yuan, - 1001 million yuan and -7.3628 million yuan respectively. Moreover, BIC power has been involved in a number of lawsuits due to contract disputes, capital increase disputes and loan contract disputes.
restructuring is suspected of insider trading, with a loss of 300 million yuan in 2021
After the announcement of asset restructuring, the Anhui Xinli Finance Co.Ltd(600318) share price soared all the way, rising the limit for four consecutive days, up to 17.46 yuan / share, compared with the previous low of only 6.4 yuan / share.
In fact, the day before the announcement of the reorganization, that is, November 9, Anhui Xinli Finance Co.Ltd(600318) had a limit rise, so it was also questioned by the regulatory authorities that there was insider trading.
On November 28, 2021, Anhui Xinli Finance Co.Ltd(600318) announcement received the inquiry letter from the Shanghai Stock Exchange, which mentioned that "the stock price of the company rose by the limit on the day before the suspension of this restructuring, and the stock price of the company rose by more than 20% of the standard specified in Article 5 of the notice on regulating the information disclosure of listed companies and the behavior of relevant parties" 20 trading days before the disclosure of the plan ". The Shanghai stock exchange required Anhui Xinli Finance Co.Ltd(600318) to explain whether there was any disclosure of insider information.
On November 30, 2021, Anhui Xinli Finance Co.Ltd(600318) in the announcement of stock trading risk warning issued, "due to the abnormal fluctuation of the share price of the listed company or the abnormal trading may be suspected of insider trading, the two sides of the reorganization may not be able to reach an agreement on the valuation, and the proposed asset pledge and freezing cannot be lifted, resulting in the risk of suspension, suspension or cancellation of this reorganization."
With regard to the impact of the restructuring on the main business of the listed company, Anhui Xinli Finance Co.Ltd(600318) had previously said in the announcement that after the completion of the transaction, the main business of the listed company will be transformed into the R & D, production and sales of lithium-ion batteries, mainly including cylindrical batteries, polymer batteries and square batteries. The failure of this reorganization also means that the process of Anhui Xinli Finance Co.Ltd(600318) transforming lithium battery is blocked.
Earlier, on March 26, Anhui Xinli Finance Co.Ltd(600318) released its 2021 annual report. During the reporting period, the company achieved a revenue of 395 million yuan, a year-on-year decrease of 19.67%, and a net profit loss attributable to the parent company of 300 million yuan, a year-on-year decrease of 365153%. It is worth noting that the revenue and net profit of Anhui Xinli Finance Co.Ltd(600318) have declined year-on-year for three consecutive years.
