Yonghe Zhikong, whose stock price has plummeted by nearly 40%, has made the situation worse. On December 28, the company’s application for non-public offering of shares was not released by the SFC.
Yonghe Zhikong stock price trend chart
According to the plan released in March this year, Yonghe intelligent control originally planned to issue shares to Cao Deli, the actual controller, at the price of 10.06 yuan per share, with the raised capital of no more than 600 million yuan for repaying bank loans and replenishing working capital. Cao deli’s share subscription will be locked for 36 months.
How can the actual controller pay for “blood transfusion” to the listed company? Judging from the regulatory concerns and feedback from the company, Yonghe intelligent control has many suspicious operations in the process of changing owners and acquisition, and the major shareholders pledged all 29% of the shares of the listed company to natural persons in May this year, which shows the shortage of funds.
“Buy” after changing owners
The public information did not disclose the reason why Yonghe Zhikong dingzeng was rejected.
The reporter noted that the regulatory authorities have given feedback on the fixed increase of Yonghe intelligent control twice, and raised a number of questions in the notification letter of the meeting of the development and Examination Commission. The main focus of supervision includes: the legality and compliance of Cao deli’s acquisition of Yonghe intelligent control; whether Cao Deli is the actual controller or ultimate beneficiary of Dazhou medical, Chengdu Shanshui Hotel and Kunming Medical; whether the share subscription fund contains pledge financing; whether a series of arrangements, such as Cao deli’s acquisition of the controlling right of listed company before acquisition of medical assets, belong to In disguised form, backdoor listing, etc.
The story began a year ago. In November 2019, Chengdu Meihua added 200 million yuan to Yongjian holding, the largest shareholder of Yonghe intelligent holding, and indirectly obtained 29% of the equity of the listed company. At the same time, Xuncheng trading, Yuhuan Yonghong and Yongsheng consulting, which are actually controlled by Ying Xueqing and Chen Xianyun, the original actual controllers of Yonghe Zhikong, irrevocably give up their 39.13% voting rights corresponding to the shares of Yonghe Zhikong. After the transaction, Cao Deli became the new actual controller of the listed company.
200 million yuan for a shell? The price is more than that. At the same time, Cao Deli provided an interest free loan of 575 million yuan to the original actual controller.
After Cao Deli joined Yonghe intelligent control, he quickly locked in the medical industry as the second main business, and set up new platforms such as Chengdu yonghecheng, Xiamen Yonghe and Chongqing Huapu to implement capital operation. The listed companies have successively acquired Dazhou medical and Chengdu Shanshui Hotel with about 200 million yuan in cash, and plan to invest 100 million yuan in Kunming Medical. At the same time, the company’s debt ratio increased rapidly. By the end of June, Yonghe Zhikong had a bank loan of 270 million yuan. Among them, the acquisition loan of RMB 110 million borrowed from Minsheng Bank was used to pay for the equity acquisition of Chengdu Shanshui and Dazhou medical.
Direct suspense, reflected in the same business registration telephone number. In the process of acquisition, the intermediary agency verified that the business registration telephone number of the company mentioned above was the same as that of the enterprise controlled by Cao Deli. The regulatory authorities inquired whether Cao Deli was the actual controller or ultimate beneficiary of the three companies, whether there were entrusted shareholding, concerted action or other special interest arrangements with his shareholders, and whether the acquisition funds eventually flowed to Cao deli or his designated personnel.
In the reply, the company totally denied the above questions. However, several confirmed details can not be ignored: Yu Zhao, a natural person, participated in the establishment of Dazhou medical and Kunming Medical, and Liu Wei, Yu Zhao’s spouse, was one of the shareholders before the acquisition of Chengdu Shanshui. Cao Deli and Yu Zhao jointly invested in Dahang Guangze in October 2011, established Dongli hospital through Dahang Guangze in October 2017, and Yu Zhao transferred his share of Zhengxin Pude’s property to Cao Deli in August 2018.
It is said that the two met earlier because of their friend’s introduction to jointly participate in the investment in the medical industry. In addition to the above-mentioned joint investment and transfer of equity, there was a situation of capital turnover lending between them. As of the date of issuing the reply, Cao Deli had a personal loan of 27 million yuan to Zhao.
In addition, another “partner” of Cao Deli, Xian Zhongdong, general manager of Yonghe intelligent control, was the upper investor after the penetration of shareholders of Dazhou medical and Kunming Medical.
Although Cao Li strongly denied that the relationship between the three parties was completely shrouded.
Share price collapse
In addition to the suspicions of disguised backdoor and implicit relationship, Cao deli’s financial situation has also attracted much attention. According to the public information, Cao Deli has a long investment experience in the medical and railway industries, and the output value of Chengdu Tieshan group, which is controlled by his family, will reach 1 billion yuan in 2019.
But in reality, Yongjian holding, controlled by Cao Deli, pledged all 29% of its shares in the listed company to Donghui, a natural person, in May this year to finance Yongjian holding’s debt replacement.
According to the Shanghai Securities News reporter’s inquiry, Fang Donghui should be the son of Fang xiubao, the former actual controller of Luoxin Pharmaceutical (formerly Dongyin Co., Ltd.). In February this year, Fang xiubao agreed to transfer 5% of the shares of the listed company from the original actual controller of Yonghe Zhikong at a unit price of 10.269 yuan per share.
Interestingly, both Dongyin and Yonghe Zhikong, which are located in Taizhou, Zhejiang Province, landed on the SME board in April 2016. The stock code of Dongyin is 002793 and Yonghe Zhikong is 002795. The two companies, both of which belong to the general equipment manufacturing industry, sold their controlling shares three years after they went public. Later, Dongyin shares were listed by Luoxin pharmaceutical through backdoor, while Yonghe Zhikong changed its ownership to Cao Deli. After the change of ownership, both companies expanded or transformed to the medical sector.
December 29, 2020