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锦江国际拟吸收合并锦江资本 锦江在线实控人仍为上海国资委

Jinjiang International intends to absorb and merge Jinjiang Capital Jinjiang online controller is still Shanghai SASAC

證券時報 ·  Nov 25, 2021 06:46
On the evening of November 24th, Jinjiang online (600650) issued an announcement and received a notice from its controlling shareholder, Shanghai Jinjiang Capital Co., Ltd. (hereinafter referred to as Jinjiang Capital). Jinjiang International (Group) Co., Ltd. (hereinafter referred to as Jinjiang International) intends to absorb and merge Jinjiang Capital, and the two sides have signed the absorption and merger Agreement with effective conditions. It is worth noting that after the completion of the above absorption and merger, Jinjiang International will inherit and undertake all Jinjiang Capital's assets, liabilities, rights and interests, business, personnel, contracts and all rights and obligations, and cancel Jinjiang Capital's independent legal entity status. According to the absorption and merger Agreement, Jinjiang International intends to absorb and merge Jinjiang Capital in the form of cash consideration. Jinjiang International's cash consideration is the corresponding consideration for the payment of H shares to the H shares of Jinjiang Capital. Jinjiang International, as the only domestic shareholder of Jinjiang Capital, does not need to pay consideration for Jinjiang Capital domestic shares in this absorption and merger. Before the merger, Jinjiang online's controlling shareholder was Jinjiang Capital directly holding 213 million shares of the listed company, accounting for 38.54% of its total shares. Jinjiang Capital indirectly holds 3.7615 million shares of the listed company through its holding subsidiary Shanghai Jinjiang Hotel Co., Ltd., accounting for 0.68% of the total shares. As a result, Jinjiang Capital directly and indirectly holds 216 million shares of Jinjiang online, accounting for 39.22% of the total shares of listed companies. Jinjiang International holds 75% of Jinjiang Capital and is the controlling shareholder of Jinjiang Capital. After the completion of the absorption and merger, the controlling shareholder of Jinjiang online will be changed to Jinjiang International, which will hold a total of 216 million shares of the listed company directly and indirectly, accounting for 39.22% of its total shares. Before and after the absorption and merger, the actual controller of Jinjiang online has not changed and is still the Shanghai State-owned assets Supervision and Administration Commission. Jinjiang online said that this is a strategic layout to reduce management costs, improve the operational efficiency of enterprises, and achieve the overall business development of Jinjiang International. As of the date of signing of the report, Jinjiang International has no clear plan to continue to increase or dispose of its existing Jinjiang online shares in the next 12 months. At present, Jinjiang online is mainly engaged in vehicle operation business, car sales business and cryogenic logistics business. Among them, Jinjiang Lianchang supply chain Co., Ltd., established by the joint venture, is mainly engaged in supply chain management business, while Jinjiya, a joint venture, is mainly engaged in international freight forwarding business, while Shanghai Pudong International Airport Freight Terminal Co., Ltd. is engaged in warehousing business. The "Jinjiang online" network platform set up by the company is mainly engaged in life service business. According to the China Daily in 2021, Jinjiang online's Jinjiang Rental Company, Jinjiang Foreign Affairs Company and Jinjiang Business Travel Company provide taxi, business rental and other services, including about 10,000 taxis, rental cars, tourist cars and other vehicles. In terms of car sales, Jinjiang online invested in the construction of Jinjiang Automobile Service Center at 100 Wuzhong Road, Shanghai, bringing together 4S stores of GM, Volkswagen, Toyota and Nissan. In terms of low-temperature logistics, the listed company has its own and leased cold storage scale of about 100000 tons, and has a strong cold storage and cryogenic distribution capacity. In early 2021, in order to highlight the future business characteristics of the listed company, the listed company officially changed its name from "Shanghai Jinjiang International Industrial Development Co., Ltd." to "Shanghai Jinjiang online Network Service Co., Ltd.". According to the strategic development plan and the direction of industrial integration, Jinjiang online will speed up its online expansion, relying on intelligent, digital and online technology, connecting and cooperating with the superior resources of the relevant industrial chain within the group, and integrating online and offline to create an one-stop Internet service platform. In the first three quarters of 2021, the revenue of Jinjiang online was 2.127 billion yuan, up 7.86% from the same period last year, and the net profit was 91.57 million yuan, up 69.95% from the same period last year.

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