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协鑫能科可转债发行终止 控股股东发行可交换公司债券降低质押率

GCL Energy Technology terminates issuance of convertible bonds, controlling shareholder issues exchangeable corporate bonds to reduce pledge rate

cls.cn ·  Feb 26 22:30

① The controlling shareholder of GCL Energy Technology intends to issue non-public exchangeable corporate bonds using some of the company's A-share shares as the target. Analysts believe that this move may be intended to reduce shareholder pledge rates; ② Since last year, refinancing reviews have become stricter, the scale of refinancing issuance by listed companies has been drastically reduced, and the photovoltaic industry still has 25 refinancing projects underway for listed companies in the photovoltaic industry.

Financial Services Association, Feb. 26 (Reporter Liu Mengran) Refinancing audits and supervision have become stricter. After GCL (002015.SZ) terminated the registration process for the issuance of convertible bonds, the company's controlling shareholder quickly initiated a plan to issue non-publicly exchangeable corporate bonds. The Financial Services Association reporter learned from people close to the company that this move may be intended to reduce the controlling shareholders' pledge rate in order to attract long-term public fund investors.

This evening, GCL Energy Technology disclosed an announcement. Recently, it received a notice from Tianjin Qichen Investment Management Co., Ltd. (“Tianjin Qichen”), the controlling shareholder of the company, that Tianjin Qichen plans to issue non-public exchangeable corporate bonds using some of the company's A-share shares as the target. The Shenzhen Stock Exchange has no objection to the listing conditions on this matter.

In December of last year, the company announced the termination of the issuance of convertible bonds already in the registration stage and withdrew the application documents. According to previous announcements, the company plans to raise 2,551 billion yuan for the GCL Power Port Project Phase II project and debt repayment. As for the reason for the termination, the company stated at the time that it was based on the company's own business development direction and strategic planning considerations, etc.

A Financial Services Association reporter learned from capital market sources that an exchangeable bond, as a type of corporate bond, can be exchanged for shares of a listed company held by that shareholder within a certain period of time according to agreed conditions, and shareholders can use this to achieve the purpose of financing or reducing holdings.

As of the disclosure date of the announcement, Tianjin Qichen held approximately 693 million shares of GCL Energy Technology, accounting for 42.72% of the company's total share capital, and acted in concert with GCL Chuangzhan Holdings Co., Ltd. (“Chuangzhan Holdings”), the second-largest shareholder. The actual controllers of both were Zhu Gongshan, accounting for 48.03% of the total shares.

As of last year's interim report, Tianjin Qichen has pledged about 693 million shares, and Chuangzhan Holdings pledged 86.2041 million shares, with pledge ratios reaching 99% and 100%, respectively. The company has stated that the pledged shares are mainly used for the financing of Tianjin Qichen and Chuangzhan Holdings' own financing and to provide pledge guarantees for related parties to repay their debts.

A CFA reporter noticed that according to this announcement, Tianjin Qichen applied to confirm that the face value of the issuance does not exceed 600 million yuan. The company has not disclosed the issue price and share exchange price. If the latest closing price is 9.66 yuan/share, it corresponds to about 62.1118 million shares, accounting for about 3.8% of the total share capital. Analysts said that if in order to promote a smooth share conversion, the conditions for the share conversion may be more relaxed, and the initial share conversion price may be more discounted than the closing price on the day of issue.

Some analysts also believe that since last year, refinancing reviews have become stricter, and the scale of refinancing issuance by listed companies has shrunk drastically. In terms of financial risk control of listed companies, a high percentage of pledge risk is not only one of the financial risks that the supervisory authorities are concerned about, but also affects the degree of approval of public fund investors.

According to Choice data, as of 2023, 25 listed companies in the photovoltaic industry are still undergoing refinancing projects, with a proposed financing amount of 89.2 billion yuan. The top five companies with financing amounts are TCL Central (002129.SZ), Jinko Energy (688223.SH), Jingao Technology (002459.SZ), Tianhe Solar (688599.SH), and Aixu (600732.SH). Companies that have been terminated/withdrawn include Jiejia Weichuang (300724.SZ), Dike Co., Ltd. (300842.SZ), and Yijing Optoelectronics (600537.SH).

The translation is provided by third-party software.


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