Pork king plans to split the dairy business for listing, but this condition does not meet

 Pork king plans to split the dairy business for listing, but this condition does not meet

Another member was added to the army of spin off and listing.

In the evening of November 20, the pork king Wenshi shares (300498. SZ) announced that the board of directors of the company authorized the management of the company and its subsidiary, Wenshi dairy, to start the preparatory work for the separation of Wenshi dairy and listing on the domestic stock exchange.

However, the interface news compared the seven conditions of spin off and listing, and found that Wenshi dairy temporarily did not meet the conditions of spin off.

Or become the smallest listed dairy enterprises

Dairy business is the business of Wenshi company in 2014, which is relatively independent from its main business of breeding.

Guangdong Wenshi Dairy Co., Ltd. (hereinafter referred to as Wenshi dairy) was established in June 2014 with a registered capital of 700 million yuan and its legal representative is Li Yilin. Wens main business includes the production, processing and sales of dairy products and beverages.

Wenshi shares will dairy companys raw milk sales, dairy farming, dairy processing and sales of three independent business. By the end of 2019, the company has 21232 cows on hand. During the reporting period, the company sold 86900 tons of raw milk, an increase of 15.11%; 18600 tons of finished milk, an increase of 10.41%; and a total sales revenue of 728 million yuan.

Although the annual average growth rate of Wynn dairy industry is maintained, under the market of Wynn shares, the share of the revenue of Wynn dairy industry has been fluctuating at 1%.

In 2015, the income of raw milk and dairy products was 334 million yuan. From 2016 to 2019, the operating income of this part of business was 390 million yuan, 490 million yuan, 592 million yuan and 728 million yuan respectively. From this calculation, the compound annual growth rate of this business revenue is more than 20%. However, under the revenue scale of more than 70 billion yuan, it seems insignificant.

Among the 12 listed dairy companies in a share market, the revenue of Wenshi dairy is also small.

Compared with the annual revenue data in 2019, it is needless to say that the operating revenue of Yili Co., Ltd. (600887. SH) exceeded 90 billion yuan last year; the revenue of Guangming dairy (600597. SH) also exceeded 20 billion yuan; Sanyuan shares (600429. SH) exceeded 8 billion yuan; and the new dairy industry (002946. SZ) listed in 2019 also had a revenue of 5.675 billion yuan.

Last year, St Cody (002770. SZ) and Panda Dairy (300898. SZ) had lower revenue than Wynn dairy. St Codys revenue scale in 2017 and 2018 was more than 1.2 billion yuan, and it was not cut back until 2019. The scale and growth rate of Panda Dairy, which just came into the market in October this year, is basically the same as that of Wenshi dairy, but its products are mainly condensed milk, which is different from other dairy enterprises.

Because of its particularity, dairy industry has strong regional characteristics. For Wenshi dairy, its competitors are more local enterprises in South China. However, the revenue of Yantang dairy (002732. SZ), which is located in Guangdong Province together with Wenshi dairy, also reached 1.471 billion yuan last year. Guangdong unlisted dairy enterprises also have popular dairy industry, xiangmanlou, etc.

The spin off announcement did not specifically disclose the specific listing market of Wens dairy industry plan, but the smaller listed dairy enterprises are more small and medium-sized board companies.

The proportion of subsidiaries held by directors and executives exceeds the red line

Compared with the seven conditions for the spin off of Listed Companies in the several regulations, the interface news found that Wenshi dairy did not meet the conditions of spin off and listing temporarily, and Wenshi shares still needed to make certain changes in the equity structure of its subsidiaries.

Article 6 of the conditions for spin off shows that the total number of shares held by the directors, senior managers and their affiliated parties of a listed company shall not exceed 10% of the total share capital of the subsidiary company before the spin off listing; the total shares of the subsidiary company to be spun off by the directors, senior managers and their related parties shall not exceed that of the subsidiary Split 30% of the total equity before listing.

From the perspective of the equity structure of Wens dairy industry, Wens shares hold 78% of the shares of the company, Guangdong Juncheng Investment Holding Co., Ltd. (hereinafter referred to as Juncheng investment) holds 15% of the shares, and Zhuhai Hengqin Junli investment partnership (limited partnership) holds 7% of the shares.

Zhuhai Hengqin Junli investment partnership (limited partnership) is an employee stock holding platform of Wen dairy, which meets the requirement of no more than 30% of the total equity. However, there are problems in Juncheng investment.

According to tianyancha app, Juncheng investment has five shareholders, namely Wen Junsheng, Ling Weiguo, Li Yio, Zhang Guoji and Qu Wenfeng. Among them, Wen Junsheng is the major shareholder of Juncheng investment, accounting for 72.48%, which means that he holds 10.87% shares of Wenshi dairy through Juncheng investment.

If Wynn shares promotes the spin off of Wynn dairy, it is necessary to adjust the shareholding ratio of directors, senior executives and their related parties to achieve compliance.

On September 25, Chengda biology, a biotechnology enterprise under Liaoning Chengda (600739. SH), held an IPO on the science and technology innovation board. Since October and November this year, more and more enterprises have put forward the plan of spin off and listing. Xugong machinery (000425. SZ), Baiyunshan (600332. SH), pianzehuang (600436. SH), goer (002241. SZ) and other companies have put forward plans or intentions to spin off subsidiaries.

According to the standards of several regulations, there are still a large number of enterprises with separation qualification in the A-share market. According to Zhang Xinyuan, an analyst at Huatai Securities, there are more than 1000 qualified listed companies in the A-share market, mainly in pharmaceutical, real estate, TMT and other sectors, with state-owned enterprises accounting for about 45%. At present, most of the subsidiaries to be split and listed are strategic emerging industries.

Source: interface news Author: Zhang Yi, editor in charge: Wang Xiaowu_ NF