After nearly 3 years, the Chinese capital market has finally ushered in the fifth "pure B to A" solution in history.
On the evening of November 10, (300277) and Hangzhou Steam B (200771) announced a major restructuring plan.Hailianxun will use A -share shares to absorb the B -shares that merge the Hangzhou steam wheel through the exchange of A shares.
This move also marks the official opening of the merger and reorganization between the two companies of the Hangzhou SASAC.
"Snake Elephant" Win-win
Public informationIt is showed that Hangzhou Steam Turbine Co., Ltd. built a factory in 1958. It is a large state -owned holding listed company with equipment manufacturing as the core. It is the leading domestic industrial steam turbine R & D and manufacturing base.
The Hangzhouqi wheel was originally planned to be listed in A shares.Enterprises have been for 26 years.
A high -end manufacturing enterprise with a "heavy weapon of the country". Although the Hangzhou steam turbine has cutting -edge technology, the market valuation is far lower than that of the A -share marketSwing.B Ranthery A is also a thing that Hangzhou -G -wheel has intended to do very early.
On the 2018 Hangzhou Steam Blind B "20th Anniversary Investor Open Day", Chairman Zheng Bin talked publicly that the company has always had the idea of turning A.Efforts.I thought a lot, but I was suffering from no guiding policies. "We are waiting for an opportunity to policy, waiting for the timing of a policy."
Now this opportunity is here."The companys controlling shareholder has made full use of the time window period of the" M & A Six "policies to launch this single restructuring to integrate the companys resources to help optimize resource allocation and improve market competitiveness."
Public information shows that Hailianxun is a national high -tech enterprise engaged in the integration of power informatization systems in Hangzhou. On November 23, 2011, it was listed on the GEM of the Shenzhen Stock Exchange through the issuance of A -share shares.In the end, the two sides were finally controlled by Hangzhou state -owned assets, but their strength was disparity.
According to data in the semi -annual report of 2024, Hailianxun achieved revenue of 78.1265 million yuan in the first half of the year, an increase of 18.04%year -on -year, and the net profit attributable to mother was 2.876 million yuan, a year -on -year decrease of 46.82%.As of June 30, the companys total assets were 702 million yuan and net assets were 485 million yuan.
Hangzhou Steam Blin B realized revenue of 2.612 billion yuan in the first half of the year, a year -on -year decrease of 0.40%, and the net profit attributable to the mother was 191 million yuan, an increase of 27.92%year -on -year.As of June 30, the companys total assets were 16.272 billion yuan and net assets were 8.209 billion yuan.
Based on this calculation, the net profit of the mother -in -law B in the first half of the year is 66.58 times that of Hailianxun.Times.
General analysis believes that through this reorganization, the Hangzhou steam wheel will obtain a broader financing channels and higher capital market financing capabilities to help companies create more competitive competitivenessIndustrial platform.At the same time, Hailianxun has also enhanced the growth potential of the core business through this merger and acquisition, realizing the deep integration of industrial operations and capital operations, and further promoting the companys high -quality development.
According to the plan, in this stock exchange, the conversion price of Hailianxun is 9.56 yuan/share;On the basis of the average stock transaction price of 7.11 yuan/share, a premium of 34.46%is given, that is, every 1 Hangzhou Steam Terminal shares can be exchanged for 1 Hai Lianxun stock.
Through this transaction, the two parties will conduct a comprehensive business integration, and the existence company will build a two -wheel drive development model of "industrial transparent machinery+power informationization".Business income will be improved.
Looking for arbitrage space
It is believed that B shares are marginal valuation depression.
Public information shows that the B -share market was established in 1992.The full name of B shares is a special stock of RMB, which indicates the face value with RMB, and foreign currency subscription and buying and selling.
As a product in a special historical context, the beginning of B shares was mainly to attract foreign capital and raised foreign exchange. It was once infinite.
But now, the B -share market has a light transaction. The single -day transaction volume is different from that of A shares, and the total number of listed companies is also huge.
According to public statistics, at present, 82 B shares in the Shanghai and Shenzhen cities, of which 73 are "A+B" shares, only 9 are pure B shares, including the Hangzhou steam wheelB.Of the nine companies, five real controllers are the State Council of the State Council or local SASAC, only 4 are private enterprises, and have no real controllers as A -share companies.
Under the dilemma of poor liquidity and losing normal financing function, B -share listed companies are actively transferring.
"B turns A" refers to the process of converting B shares into A shares.Through the "B to A", the company can convert B -shares that originally issued foreign investors into A shares for more extensive investors.
Previously, there have been 4 cases of pure B -share listed companies that transfer to A -share listing:
In 2013, Zhejiang Energy Energy absorbed and merged Dongdian B shares, under the same control of state -owned state -owned state -owned state -owned converts, absorb B -shares and the B -shares of listed companies, are listed in A shares. This is also the first "B to A" case in my countrys capital market.
In 2016, Urban Investment Holdings absorbed and combined with Yangchen B shares. It belongs to the same control of state -owned state -owned same control.> In 2020, Dongbei Groups stock exchange absorption and merging Dongbei B shares, which belongs to the non -listed companys stock exchange absorption and consolidated listed company B shares, realized in A shares;
2021, Guanhao High -tech absorption and combined with Guangdong Hua Bao, under the same control of the state -owned state -owned, absorbed and merged between listed companies. This is the first domestic single -crossing exchange A -share A -share absorption and combined B -share case.
During the process of the above cases, the daily limit is generally triggered.Therefore, the news of the Hangqi Ship Bs share has also aroused the expectations of many investors opportunities for the "B turn A" arbitrage.
"Seven of the top ten shareholders of Hailianxun News, the stock price must be increased after the resumption of trading.Not very involved, and among the top ten shareholders of Hangzhou Steam B, it is basically foreign shareholders.This is to fix the arbitrage, the other is the value of value return, and the third is the rotary arbitrage. It is the fastest and the most defined way. It is much higher than the yield of new shares.
Some analysts have suggested that from historical cases, Baobao "B Turn A" may be more difficult than the reorganization of Baobao. Ordinary investors still have to make judgments based on the companys fundamentals.Dont just follow the trend.