34.9 Million Shares Of Hengtai Securities Appear Behind The Scenes Of The Auction: The Integration Window Of Two Small And Medium Shareholders Is Forced To Sell Out

The acquisition of Tianfeng securities has not yet been completely transferred, and nearly 35 million shares of Hengtai securities have been listed on the "auction floor".

The 21st century economic report reporter tracked and found that Ali's auction information disclosed that the Inner Mongolia Bayannur intermediate people's court will auction the shares of Hengtai securities held by two small shareholders on November 1, with the number of 12 million shares and 22.9 million shares respectively.

The initial price of the shares was 65.664 million yuan and 125 million yuan respectively, with an increase of 2 million yuan.

Compared with the total stock capital of Hengtai securities at present, 34.9 million shares participated in the auction, accounting for 1.34% of the total share capital of the company.

Ali's auction valued the two shares at 69.12 million yuan and 132 million yuan respectively. After simple calculation, the price per share was 5.76 yuan, which was consistent with the price given by Tianfeng securities when it started to purchase 29.99% shares of Hengtai securities a year ago.

Tianfeng securities, the largest shareholder, may abandon the auction

It is 5.76 yuan / share. The pricing of Hengtai securities by Tianfeng securities is based on "the audited net assets in 2018 as the pricing basis, with reference to comparable companies in the same industry, and in combination with the recent profits of the acquisition objects".

On June 17, 2019 and July 22, 2019, Hengtai securities held the 17th meeting of the third board of directors and the fourth extraordinary general meeting of shareholders in 2019 respectively, deliberated and passed the proposal on the company's acquisition of 29.99% shares of Hengtai Securities Co., Ltd., and signed the equity transfer agreement with Beijing Qingyun intercontinental Technology Co., Ltd.

According to the agreement, Tianfeng securities plans to purchase 780 million domestic shares of Hengtai securities, accounting for 29.99% of its issued shares, with a total price of no more than 4.5 billion yuan per share.

With this, Tianfeng securities industry has become the largest shareholder of Hengtai securities.

The concern of the market is whether Tianfeng, which has nearly 35 million shares in the auction, intends to re-enter the bag?

At present, some investors have raised questions on this issue in the E-interaction of Shanghai Stock Exchange, but Tianfeng securities has not made it clear that "the company is the largest shareholder of Hengtai Securities Co., Ltd., and has not yet controlled Hengtai securities. At present, the company has no items that should be disclosed but not disclosed ".

However, some insiders close to Tianfeng securities and Hengtai securities told reporters of the 21st century economic report that it was unlikely that Tianfeng securities would take the shares.

"The auction price of the middle court of Bameng is too high. The bottom price should refer to Tianfeng's bid for Hengtai. Not to mention that there may be bidders involved in the future, Tianfeng gets the largest shareholder with this price, which belongs to the "transfer of control", and naturally there is a certain premium. The insider said.

Tianfeng securities gave the price of Hengtai securities of 5.76 yuan / share in 2019, based on the audited net assets in 2018 and the company's profit in recent years.

According to the financial data released by Hengtai securities, in 2018, the company's net profit loss attributable to the owners of the parent company was 673 million yuan, nearly 1.4 billion yuan less than that in 2017, and the company's net assets at the end of the year was 9.944 billion yuan.

In 2019, the net profit of Hengtai securities returned to its parent company and returned to the level of 2017 to 741 million yuan. Compared with the same period last year, the net assets increased by 10.567 billion yuan. The shares of Hengtai securities sold at this time are naturally more valuable than those in 2019.

On the other hand, the stock price performance of Hengtai securities in Hong Kong has been relatively low since this year, with the highest price no more than 4 Hong Kong dollars per share and the latest closing price of 2.61 Hong Kong dollars per share, about 2.26 yuan per share.

According to the 21st century economic report, the reason why the minority shareholders transferred Hengtai Securities shares was due to the pressure of litigation.

According to public information, in this auction, Inner Mongolia Kaide Luntai Investment Co., Ltd. (hereinafter referred to as Cade Luntai) will sell 12 million shares of Hengtai securities, and Beijing Taihai Jinjie Real Estate Co., Ltd. (hereinafter referred to as Taihai Jinji) will sell 22.9 million shares.

In 2008, Hengtai Securities Co., Ltd. and Hengtai Securities Co., Ltd. were transferred in the form of capital increase in 2008.

However, according to the China executive information disclosure network, in November 2019, Bayannur intermediate people's court listed Taihai Jinjie as the person to be executed, with the execution object of 93.2761 million yuan and that of cader Luntai of 48.7459 million yuan.

It is worth mentioning that the two companies were once associated. Before March 2019, calderontay and the company's actual controller, Cao Xusheng, were shareholders of Taihai Jinji.

Integration of Tianfeng and Hengtai continues

Although the auction may not be sold, the insiders close to Tianfeng and Hengtai Securities said that Tianfeng's acquisition of Hengtai "still needs to be promoted, and it will definitely be aimed at holding shares in the future". At present, the integration of the two securities companies is also normal.

As early as the end of 2019, Zhai Chenxi, vice president of Tianfeng securities and deputy director of the Executive Committee of the company and chairman of the board of directors of Tianfeng international, was appointed by Hengtai securities as the co president of the company to be responsible for the business integration related matters of the company and assist the president in the daily operation and management of the company.

In March 2020, Tianfeng securities announced that the CSRC had approved the shareholder qualification and major shareholder qualification of the company holding more than 5% equity of Hengtai securities, and had no objection to the company's legal transfer of 532 million shares of Hengtai Securities Co., Ltd.

However, 532 million shares, only 20.43% of the total equity of Hengtai securities, is still a certain gap from the 29.99% shares initially set by Tianfeng securities.

In this regard, some insiders close to the Hengtai securities transaction have said that the reason for the transfer of shares purchased in batches is that some shares of Hengtai securities are still in the state of pledge, and the transfer can be carried out after the pledge is lifted, and the transaction will continue smoothly.

In April, Tianfeng securities also announced again that it had transferred 94.25 million shares of Hengtai securities, accounting for 3.62% of the total shares. The company's plan to acquire 29.99% equity of Hengtai Securities Co., Ltd. has not changed, and the transfer of the remaining 5.94% equity will be completed orderly.

It is worth mentioning that after Tianfeng securities became a shareholder, Hengtai securities also made considerable progress. In addition to turning net profit into profit in 2019, Hengtai securities has also been upgraded from CCC to A-class in 2020 according to the classification results of securities companies released by CSRC.

"The acquisition of Hengtai securities can make up for some of the shortcomings of Tianfeng securities," said a related person of Tianfeng securities. Relatively speaking, the retail business of Tianfeng securities is relatively weak, while Hengtai securities has more than 140 business departments in the country, and has complete license business in brokerage, futures, trading, custody and other aspects.

In addition, the relevant person said that although Tianfeng's asset management scale is 150 billion, it lacks a public offering license. In the future, the fund raising system of Xinhua society will become the only one of the most important fund raising companies in China.

From the personnel layout between Tianfeng and Hengtai securities, we can also find that Xinhua fund has been placed in a key position by Tianfeng securities. Just in September this year, Zhai Chenxi, the new co president of Hengtai securities, also served as the co chairman of Xinhua fund.

Wang Fenghua, a non bank analyst of Northeast Securities, also said that the performance of Tianfeng securities brokerage business in 2019 was under pressure. The acquisition of Hengtai securities provides a supplement to the company's brokerage business, and the employment of Wang Hongdong, a veteran of CMB wealth management, has greatly improved the professionalism of the team.

In addition, in terms of asset management business, the asset scale of entrusted clients of Tianfeng securities at the end of 2019 was 167.4 billion yuan. In addition, Tianfeng asset management company was approved in the past year, and Xinhua fund was collected by Hengtai securities. The scale of asset management business will be further expanded.