Two A-share companies disclose control change matters: Yilida and Zhuhai Zhongfu will change ownership

On the evening of April 3, two A-share companies disclosed changes related to control over their respective entities.

Yiliida (002686) announced that its controlling shareholder, Zhejiang Capital Asset, signed a “Share Transfer Agreement” with Run Tong Holdings and Jiaxing Guotou, respectively.

Under the agreement, Zhejiang Capital Asset will transfer 170 million shares of the company it holds to Run Tong Holdings, representing approximately 29.99% of the company’s total share capital. The transfer price per share will be RMB 7.80, and the total consideration for the share transfer will be RMB 8B. Zhejiang Capital Asset will also transfer 40.3163 million shares of the company it holds to Jiaxing Guotou, representing approximately 7.12% of the company’s total share capital. The transfer price per share will be RMB 7.55, and the total consideration for the share transfer will be RMB 304 million.

Prior to this change in interests, Zhejiang Capital Asset held 210 million shares of Yiliida, representing 37.11% of the company’s total share capital. After this transaction is completed, Zhejiang Capital Asset’s shareholding proportion will fall from 37.11% to 0%, and it will no longer hold shares in the company. The company’s controlling shareholder will be changed to Run Tong Holdings, and the actual controller will be changed from the State-owned Assets Supervision and Administration Commission of Zhejiang Province to the Finance Bureau of Tongxiang City.

Run Tong Holdings is a wholly owned subsidiary under Tongxiang City State-owned Capital Investment and Operation Co., Ltd. After acquiring the stake this time, it will directly control Yiliida. Jiaxing Guotou is a state-owned enterprise directly under Jiaxing City, authorized by the State-owned Assets Administration Commission to engage in state-owned asset investment, operation, and management, equity investment, and investment information consulting services.

Looking back at the evolution of Yiliida’s control, this is already the second change of control since the company went public.

Yiliida was established in 1994, and listed on the Shenzhen Stock Exchange main board in 2012. At the time of listing, it specialized in the R&D, production, and sales of central air-conditioning fan units and building ventilation fans. After listing, Yiliida expanded its business footprint through multiple acquisitions. Currently, its main businesses include fan-related business, automotive components business, new materials business, and others. In 2018, Zhejiang Capital Asset took over Yiliida, becoming the company’s controlling shareholder, and the Zhejiang SASAC became the company’s actual controller.

Earlier, on the evening of March 30, Yiliida announced that it had received a written notice from its controlling shareholder, Zhejiang Capital Asset. The notice stated that the other party was planning matters involving the transfer of company shares it holds, which may lead to a change in the company’s control. Before this announcement was released, Yiliida’s share price had already shown unusual movement in advance—on March 30 it was locked at the daily limit-up, closing at RMB 7.89 per share.

Later that evening, another A-share company, Zhuhai Zhongfu (000659), also released an announcement stating that it will undergo a change of control.

Zhuhai Zhongfu plans to issue A-share stocks to specific targets. The issue target is Zhuhai Hengqin Xingying Investment Partnership (Limited Partnership). Hengqin Xingying will fully subscribe for all the shares to be issued in this round in cash. The issue price will be RMB 3.30 per share. The number of shares to be issued will not exceed 283 million shares. The total amount of fund raised will not exceed RMB 933 million. After deducting issuance expenses, the net proceeds from the fund raised will be used in full to repay debts and to supplement the company’s working capital.

Before this issuance, Zhuhai Zhongfu’s former controlling shareholder was Shaanxi Xinsi Lu Jinqi No. 1 Investment Partnership (Limited Partnership) (abbreviated as “Xinsi Lu”). Its shareholding ratio was 15.71%. As the executive affairs partner of Xinsi Lu—Shaanxi Ren Chuang Ke Neng Business Management Co., Ltd.—has no actual controller, the company currently deems that there is no actual controller.

After this issuance is completed, Hengqin Xingying will hold a proportion of 18.03% of the company’s shares, becoming the company’s controlling shareholder. The shareholding ratio of the former controlling shareholder, Xinsi Lu, will be reduced to 12.88%. Meanwhile, according to relevant arrangements, the directors nominated and elected by Hengqin Xingying should account for at least 2/3 of the seats on the board of directors. Hengqin Xingying’s actual controller is Huang Zhihao, and the company’s actual controller will be changed to Huang Zhihao.

(Source: Shanghai Securities News)

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