Because the shares of the former actual controller have been successively auctioned by the judiciary, the Zhejiang Yatai Pharmaceutical Co.Ltd(002370) (002370) may usher in a new owner.
On January 11, the company announced that the 7.27% shareholder Bank Of Ningbo Co.Ltd(002142) planned to transfer all 39 million shares of the company to Fubang group, the largest shareholder, with a transaction price of RMB 521 per share and a total transfer price of RMB 203 million. After the completion of the transaction, Bank Of Ningbo Co.Ltd(002142) will no longer hold shares in the company, and the shareholding ratio of Fubang group and its concerted actors will rise to 18.02%. It is worth mentioning that before the transfer of this agreement, Zhejiang Yatai Pharmaceutical Co.Ltd(002370) share price had changed, and the limit rose for four consecutive days from January 6 to 11, up more than 40%.
On the face of it, the agreed transfer price is about 25% lower than the latest closing price of Zhejiang Yatai Pharmaceutical Co.Ltd(002370) of 7 yuan / share; However, after careful study, the two sides of this transaction have their own place: Bank Of Ningbo Co.Ltd(002142) cleared the position of the shares priced at 162 million yuan six months ago, and realized 25% of the income; On the basis of the recent progress of Zhejiang Yatai Pharmaceutical Co.Ltd(002370) through the judicial auction, Fubang group is further away from the controlling shareholder status of the listed company through this large-scale agreement. According to the equity change report, Fubang group has a plan to continue to increase its shares in the listed company in the next 12 months. According to the data, Fubon group is the controlling shareholder of Hubei Forbon Technology Co.Ltd(300387) (600768), with a shareholding ratio of 37.25%.
Back in 2020, Chen Yaogen and Zhong Wanzhen, the former actual controllers of Zhejiang Yatai Pharmaceutical Co.Ltd(002370) , went to court with a number of banks due to disputes over hundreds of millions of yuan of financial loans. According to relevant ruling documents, their shares began to encounter judicial auction, of which Fubon group and Bank Of Ningbo Co.Ltd(002142) were the larger takers; The shareholding ratio of Chen Yaogen and Zhong Wanzhen gradually decreased until they lost control of the company. At present, they only hold 2.72% in total with concerted action.
In July 2021, Bank Of Ningbo Co.Ltd(002142) as the creditor, transferred 25 million shares under Chen Yaogen and 14 million Zhejiang Yatai Pharmaceutical Co.Ltd(002370) shares under Zhong Wanzhen at a low price of judicial auction to offset their debts of 104 million yuan and 57.834 million yuan, and the shareholding ratio increased to 7.27%. According to this calculation, Bank Of Ningbo Co.Ltd(002142) at that time, the price of debt repayment with shares was about 4 yuan / share, but now it is sold at 5.21 yuan / share, with a half year yield of 25%.
Compared with Bank Of Ningbo Co.Ltd(002142) , Fubon group is more active in taking shares. From July to August 2021, Shanghai dignitaries acting in concert of Fubang group won Zhejiang Yatai Pharmaceutical Co.Ltd(002370) 19525500 shares with a total of 81.27 million yuan, accounting for 3.64% of the total share capital; In November 2021, Fubang group won 34.5 million shares of listed companies with RMB 134 million, accounting for 6.43% of the total share capital; In addition, 0.68% shares were purchased through centralized bidding in the secondary market in October 2021. Up to now, Fubang group has held 10.75% of the shares of the listed company and is the largest shareholder of the company. After the subsequent transfer of shares transferred under this Bank Of Ningbo Co.Ltd(002142) agreement, the shareholding ratio will rise to 18.02%; The shareholding ratio of Baichuan Ruiji (Beijing) Technology Co., Ltd., the second largest shareholder, is only 4.79%, with a gap of more than 10%.
At the beginning of November 2021, Zhejiang Yatai Pharmaceutical Co.Ltd(002370) announced that the company had no actual controller due to the dispersion of equity; Insiders said that with the gradual increase of Fubon group’s holdings, it may be possible to re identify the actual controller in the follow-up. In the report on changes in equity, Fubon group said that it would make appropriate adjustments to the board members and senior managers of Listed Companies in the future according to actual needs.
In terms of performance, Zhejiang Yatai Pharmaceutical Co.Ltd(002370) suffered a huge loss of more than 2 billion yuan in 2019 due to financial fraud, out of control, illegal external guarantee and other factors of its subsidiaries; It recovered in 2020, with a profit of 27.28 million yuan, and then fell into a loss again in the first three quarters of 2021, with a net profit of – 95.109 million yuan.
On November 19, 2021, Shenzhen stock exchange took disciplinary actions against Zhejiang Yatai Pharmaceutical Co.Ltd(002370) and related parties for financial fraud and false records of information disclosure of Zhejiang Yatai Pharmaceutical Co.Ltd(002370) subsidiary, publicly condemned Ren Jun, then director, and Chen Yaogen, then chairman and general manager, and publicly determined that the above two persons were not suitable to serve as directors, supervisors and senior managers of listed companies within five years.
(source: Securities Times · e company)
