Guoxuan High-Tech Co., Ltd.

Guoxuan High-Tech Co., Ltd. The rumors that Volkswagen China’s shareholding in Guoxuan Hi-tech came true. On the evening of May 28th, Guoxuan Hi-Tech Co., Ltd. (hereinafter referred to as “Guoxuan Hi-Tech”, 002074) issued an announcement that Volkswagen (China) Investment Co., Ltd. (hereinafter referred to as “Volkswagen China”) will serve as a strategic investor through the two There are two ways to make strategic investment in Guoxuan Hi-Tech. Firstly, according to the terms and conditions agreed in the “Shareholders Agreement”, you will subscribe to Guoxuan Hi-Tech for the directional issuance of 30% of the total shares issued by Guoxuan Hi-Tech before the issuance. Shares; Secondly, according to the terms and conditions stipulated in the “Share Transfer Agreement”, a total of 56,467,600 shares of Guoxuan Hi-Tech will be transferred from Zhuhai Guoxuan and Li Zhen.

After the above non-public offering and share transfer are completed, Volkswagen China will hold a total of 440.8 million shares of the company, accounting for 26.47% of the company ’s total share capital, becoming the company ’s largest shareholder . Li Zhen and its concerted parties will hold a total of 303 million shares of the company, accounting for 18.20% of the company’s total share capital, making it the company’s second largest shareholder.

According to the non-public offering of A shares issued by Guoxuan High-Tech on the same day, the total amount of funds raised this time does not exceed RMB 7.306 billion, and according to the company and the subscriber Volkswagen China According to the agreement, the total subscription amount of the subscriber is not less than 6 billion yuan, that is, the total amount of funds raised is not less than 6 billion yuan. After deducting the issuance costs, the net proceeds will be used for Guoxuan Battery’s annual output of 16GWh high specific energy lithium battery industrialization project, Guoxuan Material’s annual output of 30,000 tons of high nickel ternary cathode material project and supplementary working capital.

Guoxuan Hi-Tech is the third largest power battery manufacturer in China, and its installed capacity in 2019 is second only to the Ningde era and BYD. The company’s power battery products are widely used in the field of new energy vehicles such as pure electric commercial vehicles, passenger vehicles, logistics vehicles and hybrid vehicles, as well as energy storage power stations, communication base stations, wind-solar complementary, mobile power and other fields.

Tianyan check data shows that Zhuhai Guoxuan Trading Co., Ltd., a subsidiary of Guoxuan Hi-tech founder Li Zhen, is currently the company ’s largest shareholder with a shareholding ratio of 18.55 %; Li Zhen holds 11.94% of the shares, and his son Li Chen holds 2.52%.

Guoxuan High-tech stated that according to the “Shareholder Agreement”, after the completion of the share transfer and non-public offering, Li Zhen and its concerted parties are still the shareholders holding the company’s largest voting rights, and are higher than the holding company The second largest voting shareholder, Volkswagen China, has more than 5% of voting rights, and directors entitled to nominate accounts for more than half of the company’s board of directors. Therefore, Li Zhen is still the actual controller of the company, and the completion of this transaction will not cause the company’s control rights to change immediately.

However, the company ’s related shares involved in the non-public offering and share transfer are registered to the Volkswagen China 36 months or a longer period at Volkswagen ’s discretion After the end, if Volkswagen China withdraws its waived voting rights, Volkswagen China will become the company’s largest voting shareholder, and the directors nominated by Volkswagen China will account for more than half of the company’s board of directors, then Volkswagen China will become the company’s controlling shareholder. The company’s control will change.

Guoxuan High-Tech mentioned that the above transaction still needs to be approved by the shareholders ’meeting of the listed company and the antitrust of the Ministry of Commerce of China, the State Administration of Market Supervision and Administration, and relevant jurisdictions Approval by institutions and China Securities Regulatory Commission.

For this cooperation with Volkswagen China, Guoxuan High-tech stated that the two parties will use equity as a link to leverage their respective advantages and enhance the company ’s new energy battery business. Core competitiveness, enhance the company’s overall performance level, and achieve synergy between the two parties in the field of new energy battery business, achieve new breakthroughs in the market expansion of the company, and bring new opportunities for the company’s future strategic development.

Guoxuan High-tech ’s 2020 quarterly report shows that the company achieved revenue of 730 million yuan during the reporting period, a year-on-year decrease of 58.36%; net profit attributable to shareholders of listed companies was 33,629,200 Yuan, a year-on-year decrease of 83.31%. For the decline in performance, the company said that it was mainly due to the impact of the new coronavirus pneumonia epidemic and the macroeconomic downturn on the overall market demand for the new energy vehicle industry. The sales of power batteries and power transmission and distribution equipment have a larger range than the same period last year. Down.

And its performance in recent years has not been satisfactory. The financial report data shows that from 2017 to 2019, Guoxuan High-tech’s operating income was 4.84 billion yuan, 5.13 billion yuan, and 4.96 billion yuan, an increase of 1.68%, 5.97%, and -3.28% year-on-year; the net profits attributable to shareholders of listed companies were 838 million yuan, 580 million yuan, and 51.25 million yuan, down 18.71%, 30.75%, and 91.17% year-on-year. The company made a net profit loss of 345 million yuan after deduction of last year, and the government subsidies included in the profit and loss for the period amounted to 5.10 billion yuan.

However, affected by news such as the public’s shareholding, Guoxuan Hi-Tech’s stock price has increased by 86.8% this year. Closing on May 19, Guoxuan Hi-Tech reported closing at 27.18 yuan / share, with a total market value of 30.7 billion yuan. Following the announcement of the aforementioned equity transfer, Guoxuan Hi-Tech will resume trading from the market opening on the morning of May 29.

It ’s worth noting that Volkswagen has also recently been exploded in intention to acquire shares in JAC Holdings. Reuters reported on May 27 that Volkswagen is preparing to acquire a 50% stake in Anhui Jianghuai Automobile Group Holdings Co., Ltd., which is Volkswagen’s electric vehicle cooperation in China, for at least RMB 3.5 billion (approximately US $ 491 million). The parent company of partner JAC. Guoxuan Hi-Tech has always been the main power battery supplier of Jianghuai Automobile. Both companies are headquartered in Hefei, Anhui. Jianghuai Automobile said that it has not received relevant information from the controlling shareholder, and the specific situation is subject to the follow-up announcement.

At present, Volkswagen is working hard to achieve its goal of selling 1.5 million new energy vehicles annually in China by 2025, including plug-in hybrid vehicles.