The fixed-income project is suspected of delaying the disclosure of the old charge of the new Australian Ocean Shunchang as a reduction in resistance?

On July 2, Aoyang Shunchang (002245.SZ) adopted the 2013 non-public offering of shares in the second extraordinary general meeting of shareholders. The company plans to issue 100 million shares at a price of no more than 5.12 yuan, raising no more than 512 million yuan. 400 million yuan was used to invest in "LED epitaxial wafer and chip industrialization project (Phase I)."

Late supplementary announcement

According to the non-public offering plan, the total investment amount of the project is 808 million yuan, of which 400 million yuan comes from the funds raised in this non-public offering. It is estimated that the annual sales income will reach 720 million yuan, the annual after-tax profit will be 16,861,940 yuan, the internal financial income after tax will be 24.51%, and the after-tax investment recovery period will be 5.46 years.

However, as early as March 2011, the first extraordinary shareholders meeting held in 2011 by Aoyang Shunchang also passed the proposal to invest in LED projects. According to the feasibility study report of the LED project compiled at that time, the project needs 1 billion yuan of investment. Except for the capital invested by the shareholders with their own funds of 250 million yuan, other sources of funds are proposed to use credit guarantee loans, equipment plants and land use rights mortgage guarantee. Loans, financing leases, etc., and seek some government subsidies.

On July 5, Aoyang Shunchang issued a supplementary announcement stating that the company has prepared this non-public offering plan, and the fundraising project “LED epitaxial wafer and chip industrialization project (Phase I)” in the plan is LED in 2011. On the basis of the project, according to changes in the market environment and changes in statistical caliber, the project was appropriately adjusted and replaced with the original project.

However, before the second extraordinary shareholders meeting of Aoyang Shunchang in 2013 on July 2, the company did not clearly state the relationship between the two projects and the subsequent announcements in its non-public issuance plan and LED project progress. The alternative relationship to the former.

An investment banker who did not want to be named said that the non-public offering plan is the basis for investors to vote on non-public offerings, and the requirements must be timely, complete and detailed. Listed companies are very cautious in the preparation of non-public offerings, repeatedly discretionary under the guidance of intermediaries, and always communicate with the regulatory authorities.

Before the shareholders' meeting, Lin Yanghua, the director of Aoyang Shunchang, said in an interview that whether the non-public offering plan should be further supplemented and disclosed needs to communicate with the regulatory authorities. The supplemental announcement on July 5 indicates that the company believes there is a need for further supplementary disclosure.

However, Aoyang Shunchang did not disclose the history of the fundraising project before the general meeting of shareholders. The minority shareholders voted without knowing the relationship between the two projects.

Delayed disclosure is intended to reduce resistance?

The above investment bankers speculated that the late arrival of Aoyang Shunchang may be interested in reducing the resistance of non-public offerings. Because in the case of a very low debt ratio, the 500 million yuan fund raised by the non-public offering will dilute the company's ROE, and the LED market has just encountered a roller coaster market. Therefore, the non-public offering plan may be invested. Objection.

According to public information, the asset-liability ratio of Aoyang Shunchang as of March 31 this year was only 44.59%. This data will further decline to 34.73% after the completion of the non-public offering.

At the same time, according to the company's latest announcement, the LED project company received an additional 8 million yuan of equipment subsidies from the local government on July 5. At present, the LED project received a total of 43.49 million yuan of government support funds.

Lin Wenhua has previously revealed that according to the tacit agreement reached between the company and the local government of the project, the project will have a government subsidy of more than 300 million yuan. If you add this money, Aoyang Shunchang's LED project does not even need a penny debt.

“The old project is not short of money. The resolution of the EGM at the start of 2011 was also the use of its own funds and government subsidies. Now I want to use it for additional issuance, and it must be packaged into a new project.” The investment bank said.

“The project that did not explicitly inform shareholders that the non-public offering has been in the shareholder meeting in 2011 is difficult to say in compliance with the letter, and the resolutions of the shareholders’ meeting are also contradictory.” He further added.

In this non-public offering, Aoyang Shunchang's major shareholder, Aoyang Group, did not participate in the subscription. It also had two large-scale reductions in the end of 2011 and the first quarter of 2012.

Some investors reported that the two reductions of Aoyang Group occurred when the LED project suffered a market downturn and was actively slowed down by the company. However, Aoyang Shunchang did not promptly announce the risks and had the suspicion of protecting the major shareholders from reducing their holdings. In this regard, our reporter will pay more attention.

(This article is reproduced on the Internet. The texts and opinions expressed in this article have not been confirmed by this site, nor do they represent the position of Gaogong LED. Readers need to verify the relevant content by themselves.)

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