Economic Observer Network reporter Chen Yueqin On the evening of December 14, the Shanghai Stock Exchange issued an inquiry letter to Shimao (600823.SH), requesting explanations on the necessity of selling the property management business to related parties, and reminding the company to self-check whether there are matters that should be disclosed but not disclosed. Carefully evaluate the impact of related debts on listed companies.
1.65 billion yuan transfer of property management business
On December 13, Shimao announced that it intends to sell its property management business to its related party Shimao Services, involving 100% equity of Shimao Property Management Co., Ltd., Beijing Maoyue Shengxin Enterprise Management Co., Ltd. and other 29 companies involved in property management business. And related assets and liabilities, the transfer price is 1.65 billion yuan.
The transaction involved the stock and pending projects of Shimao’s property management business. As of June 30, 2021, the above-mentioned company’s property management business has an area under management of approximately 4.65 million square meters, a total of 70 commercial, residential and public construction stock projects; and 47 projects under construction, with an estimated delivery area of approximately 6.14 million square meters in the future .
The person in charge of Shimao service replied to Economic Observer that the 1.65 billion yuan transaction payment will be paid in two installments. 95% of the consideration will be paid within 20 business days after the agreement is signed, and the remaining 5% will be paid within 5 business days after the delivery date.
This means that Shimao shares can obtain 1.57 billion yuan in funds within 20 business days. Shimao’s services expressed that it was unclear about the purpose of the transaction.
According to the announcement, the 29 target companies transferred had a total revenue of 26.1 billion yuan last year and a net profit of 43.89 million yuan. Based on this calculation, the value of the transaction was about 38 times.
Shimao’s services told the Economic Observer that the transaction was evaluated by DTZ and based on the price-earnings multiple method and after considering liquidity discounts and control premiums; Shimao also hired a professional evaluation agency to use earnings. Appraisal by law, the corresponding valuation was obtained; after negotiation between the two parties, the final transaction price was 1.653.5 billion yuan.
Shimao Services stated that the transaction has no direct relationship with the performance of Shimao shares and bonds.
According to the person in charge of Shimao Service, Shimao Service was only engaged in residential properties at the earliest, and the commercial property management business has always belonged to Shimao. The two listed companies have the obligation of non-competition. As a result, Shimao Service has not been able to undertake commercial and office business projects for many years. After the completion of this connected transaction, Shimao Services will be able to enter the subdivisions of commercial property management and facility and equipment management.
Trust loans are seeking extension
The Economic Observation Network learned from multiple sources that Shimao is negotiating with the State Communications Trust on the issue of the 18th and 19th phases of the “State Communication Trust Dongxing No. 603 Fujian Guotai Phase II Investment Collective Capital Trust Plan for Specific Assets”. Fujian Wuhuan Industrial Co., Ltd., a subsidiary of Shimao, is the borrower.
A person close to the National Communications Commission told the Economic Observer that the total scale of the trust plan is 967.8 million yuan, which is divided into 31 phases, each with a period of 18 months. Among them, the 18th phase is 33.6 million yuan, which was established on June 17, 2020, and the expiry date is December 10, 2021; the 19th phase, which is 54.4 million yuan, was established on June 19, 2020 and expires December 13, 2021.
According to a source close to the country’s communications trustee, according to the contract, Shimao is required to pay 5 working days before the expiration of the time limit. The first 17 periods will be paid by the project company on the maturity day. But after the expiry of the 18th and 19th periods, Shimao is negotiating with the State Communications Commission on the extension. Generally speaking, trust loans need to be redeemed upon maturity, but there is a grace period of 10 days. Currently, these two periods of trust loans are within the grace period.
A source close to a regional financing department of Shimao revealed that on December 10 it received a group-level notice to suspend the payment of loans by regional companies to financial institutions, and all regional capital use rights will be returned to the group, which will be uniformly scheduled by the group, and the open market will be given priority. debt.
Regarding the fact that multiple trusts are seeking extensions, on the evening of December 13th, the Economic Observer website asked Shimao Group for verification. Relevant people of Shimao Group responded that the extension is a normal operation, and specific matters need to be verified by other departments. As of press time, the reporter has not received a response from Shimao.
On December 13, Shimao issued 10 announcements in a row, including matters such as the resignation of supervisors, business adjustments and related transactions.
In terms of senior management personnel adjustment: Zhang Jie, former vice president of Shimao Co., Ltd. ceased to hold the position of chief financial officer, and was promoted to senior vice president; Sun Yan resigned from the position of supervisor and was transferred to the company’s vice president and chief financial officer; Yang Yu was elected as Shimao’s No. Employee Supervisor of the Ninth Board of Supervisors; Liu Yu has been appointed as the Executive Director of Shimao Services since December 13, 2021.
Shimao’s stocks and bonds suffered double kills for two consecutive days.
On December 14, “19 Shimao G3” issued by Shimao Co., Ltd. fell over 22%, with a net price of 43.5 yuan, and was temporarily suspended during trading; “19 Shimao G1” fell nearly 20% to a net price of 62 yuan; “20 Shimao G3” “Fell 8.7% to 42 yuan; “20 Shimao G1” fell more than 28% to 39.98 yuan; “20 Shimao G3” fell more than 24% to 46 yuan /; “19 Shimao G2” and “19 Shimao G3” Fell more than 18%.
Shimao’s share price also “dipped” to varying degrees. As of the close of December 14, Shimao Group (0813.HK) fell 20% to close at HK$5.67 per share; Shimao Services (0873.HK) fell more than 32% to HK$4.84 per share; Shimao shares fell nearly 3%. In the past two days, the market value of Shimao’s three listed platforms has fallen by 16.8 billion yuan.
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