After replying to the attention letter of Shanghai Stock Exchange and revising the restructuring plan for the second time, Harbin Viti Electronics Corp(603023) (603023) rose the limit at the opening and closed at 4.85 yuan / share. This is the company’s fourth daily limit since it disclosed the restructuring plan in December last year.
it is proposed to acquire assets of auto parts business with RMB 420 million
In December 2021, Harbin Viti Electronics Corp(603023) disclosed the major asset restructuring plan, and planned to purchase 100% equity of Feier automobile at a total price of 420 million yuan by means of issuing shares, convertible bonds and paying cash. At the same time, it is planned to raise 189 million yuan of supporting funds from Nancheng investment and issuance shares controlled by Lishui Economic Development Zone, the actual controller. It is expected to issue 57.0997 million shares, which does not exceed 30% of the total share capital of the listed company before the transaction. The raised funds are intended to pay the cash consideration and intermediary expenses of the transaction.
According to the plan, the compensation obligor promises that the net profits of the target company in 2022, 2023 and 2024 will not be less than 40 million yuan, 50 million yuan and 60 million yuan respectively, and the sum of the net profits accumulated to the owners of the parent company in three years will not be less than 150 million yuan. If the net profit realized by the target company in the performance commitment period is less than 95% of the total net profit commitments, the compensation obligation will be triggered, and the compensation obligors will jointly and severally compensate the listed company. After this transaction, the listed company will expand relevant businesses in the field of automotive interior plastic parts and interior assembly.
Under the two inquiries of the Shanghai Stock Exchange, Harbin Viti Electronics Corp(603023) successively disclosed the financial data of the target company. According to the reply, as a secondary supplier, Feier automobile is responsible for the production and manufacturing of key parts and components, and has established cooperative relations with auto parts assembly enterprises such as Yanfeng system and Faurecia. In 2019, 2020 and January September 2021, the target company achieved revenue of 734 million yuan, 677 million yuan and 644 million yuan respectively; The net profit was 11.9221 million yuan, 34.4235 million yuan and 13.9105 million yuan; The net profits deducted from non profits were 11.1566 million yuan, 31.044 million yuan and 11.7572 million yuan respectively.
With regard to the large gap between the performance commitment of the target company proposed by Shanghai Stock Exchange and the realized profit amount in the first three quarters of 2021, the company said that the target company mainly adopts the production mode of “determining production by sales”, and has signed annual framework contracts or fixed-point letters of intent with many companies of Yanfeng system. In addition, according to the data of China Automobile Industry Association, the development space of China’s automobile market is broad. The rise of new energy vehicle enterprises has created new supporting opportunities for local parts suppliers, and the product value of parts suppliers has increased. Chinese parts suppliers are expected to enter the global supporting system through short-term substitution or direct merger and integration.
stock price limit after the second revision
After replying to the letter of concern and revising the restructuring plan for the second time, on the 21st, Harbin Viti Electronics Corp(603023) opened the trading limit and closed at 4.85 yuan / share. This is the company’s fourth daily limit since it disclosed the restructuring plan in December last year.
Harbin Viti Electronics Corp(603023) is a supplier of automotive electronic control products in China. Its business scope includes R & D, design, manufacturing and sales of automotive electronic products. Its main products include CAN bus control system, bus control unit, controller (ECU control unit), etc. In recent years, due to the significant reduction of export orders of large and medium-sized buses and other factors, the company’s performance has continued to decline. In 2018, 2019, 2020 and the first three quarters of 2021, Harbin Viti Electronics Corp(603023) achieved net profits of 65.1658 million yuan, 22.851 million yuan, 15.6953 million yuan and 754700 yuan respectively, with a year-on-year decrease of 5.06%, 64.93%, 31.31% and 91.45% respectively.
In order to reverse the continuous decline in performance and increase business growth points, the company launched a restructuring plan in December 2021 to acquire auto parts manufacturer Feier automobile.
On December 20, 2021, the company resumed trading after disclosing the restructuring plan, and the share price rose for three consecutive days, then ended rising, falling 6.15% on December 23, 2021. That night, due to the failure to disclose whether various financial indicators of Feier shares met the standards for major asset restructuring, the company disclosed that it had received a letter of concern from the exchange requesting an explanation of the above matters.
Since then, Harbin Viti Electronics Corp(603023) share price began to gradually callback, with a cumulative decline of more than 30% from December 23 last year to January 20 this year. On the 21st, the company replied to the attention letter of the exchange and revised the reorganization plan for the second time. The company also supplemented the equity changes of important shareholders after the completion of the reorganization, the deduction of non net profit of the target company, the supplement of performance commitment, etc. the company’s share price rose by the opening limit and closed at 4.85 yuan / share.
Whether the sharp rise in share prices means that the second revised restructuring plan has met the requirements of regulators is in sight. The reporter of Dazhong Securities News called Harbin Viti Electronics Corp(603023) as an investor, The staff of the company’s Securities Department said: “the specific reasons for the rise in share prices are not clear, but the plan still needs to be considered by the board of directors, the general meeting of shareholders and regulators. It is not possible to make a decision now and disclose it in time in the subsequent exhibitions.”
In terms of policy, the No. 2 amendment to the national standard of technical conditions for safe operation of motor vehicles has been issued, requiring that newly produced passenger cars must be equipped with EDR (driving event recorder) from January 1, 2022. For whether this requirement will bring benefits to the company’s business, the other party said: “at present, the specific rules are not clear.”
