Bohai Leasing(SZ:000415)2018-10-30 16:00Financial Performance - Total assets at the end of the reporting period were CNY 293.95 billion, a decrease of 2.14% compared to the end of the previous year[7]. - Net assets attributable to shareholders of the listed company reached CNY 35.51 billion, an increase of 12.22% year-on-year[7]. - Operating revenue for the reporting period was CNY 9.50 billion, reflecting a year-on-year increase of 12.57%[7]. - Net profit attributable to shareholders of the listed company was CNY 1.15 billion, up 35.37% compared to the same period last year[7]. - Net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 448.97 million, a decrease of 40.91% year-on-year[7]. - Basic earnings per share for the reporting period were CNY 0.1853, an increase of 35.35% compared to the same period last year[7]. - The weighted average return on net assets was 3.28%, an increase of 0.57% compared to the previous year[7]. - The company reported a net cash flow from operating activities of CNY 15.90 billion, an increase of 5.52% year-to-date[7]. Shareholder Information - The top shareholder, HNA Capital Group Co., Ltd., holds 34.62% of the shares, amounting to 2.14 billion shares[11]. - The company did not engage in any repurchase transactions during the reporting period[12]. Asset Management - Cash and cash equivalents decreased by 29.32% compared to the beginning of the period due to debt repayment[15]. - Accounts receivable increased by 36.34% compared to the beginning of the period due to business development[15]. - Assets classified as held for sale increased by 122.04% compared to the beginning of the period due to an increase in aircraft held for sale[15]. Investment Income - Investment income increased by 829.01% compared to the same period last year due to the sale of equity in subsidiaries[17]. - Net cash inflow from operating activities increased by 5.52% compared to the same period last year due to improved cash flow from container leasing business[17]. - Net cash inflow from investing activities increased by 102.49% compared to the same period last year due to reduced project investments and aircraft purchases[17]. - Other comprehensive income increased by 3463.06% compared to the beginning of the period due to exchange rate fluctuations[16]. Business Strategy - The company plans to focus on the leasing business, particularly in aviation leasing, and will change its name to Bohai Leasing Co., Ltd.[20]. - The company intends to divest from low-related financial investments to enhance its leasing business capabilities[21]. Restructuring Efforts - Bohai Jin控 reported a significant asset restructuring process, with multiple announcements regarding progress from January to October 2018[25]. - The company plans to transfer part of its equity in its subsidiary Anhui Jiang Financial Leasing Co., Ltd., with updates provided in March 2018[25]. - Bohai Jin控's major asset restructuring was halted in October 2018, as indicated in the announcement dated October 25, 2018[26]. - The company has been actively disclosing updates on its restructuring efforts, with over 15 announcements made between January and October 2018[26]. - The company held multiple board meetings and shareholder meetings to discuss restructuring and related matters throughout 2018[25]. - Bohai Jin控's equity transfer and restructuring activities are part of its strategy to optimize its asset portfolio and enhance operational efficiency[25]. - The company has faced challenges in its restructuring efforts, leading to the termination of the major asset restructuring plan in late 2018[26]. - The company continues to monitor market conditions and adjust its strategies accordingly, as evidenced by its frequent updates and announcements[26]. - Bohai Jin控's restructuring activities are aimed at improving its financial position and aligning with market trends[25]. - The company remains committed to transparency, providing regular updates to stakeholders regarding its restructuring and equity transfer initiatives[26]. Corporate Bonds - Bohai Jin控 reported the issuance of corporate bonds in 2018, with the first phase targeting qualified investors[27]. - The company announced the results of the first phase of corporate bond issuance, with a total issuance amount of 1 billion RMB[27]. - Bohai Jin控 issued the second phase of corporate bonds, with a total issuance amount of 1.5 billion RMB[28]. - The company reported a successful listing of the second phase of corporate bonds on September 27, 2018[28]. - The interest rate for the first phase of corporate bonds was adjusted, impacting investor returns[27]. - Bohai Jin控 announced the results of the repurchase implementation for the "15 Bohai Rent 01" bond[28]. - The company is preparing for the issuance of the third phase of corporate bonds, with an expected total amount of 2 billion RMB[28]. - The interest rate for the third phase of corporate bonds was announced, reflecting market conditions[28]. - Bohai Jin控 is actively managing its debt structure through multiple phases of bond issuance[27]. Related Party Transactions - The company continues to explore strategic opportunities for market expansion and investment[27]. - The company has committed to avoiding substantial competition with its controlling shareholder and related parties, ensuring that any competitive business will be transferred at fair value to the listed company[29]. - The company aims to maintain its independence post-restructuring, with a focus on leasing businesses related to municipal infrastructure, transportation infrastructure, and new energy facilities[31]. - The company guarantees that its financial department and accounting system will remain independent, ensuring compliance with tax regulations and independent financial decision-making[31]. - The company has pledged to minimize related party transactions and will follow legal procedures for any unavoidable transactions to protect shareholders' rights[29]. - The company has established a long-term commitment to strictly adhere to its promises regarding avoiding competition and related party transactions[31]. - The company’s management team will not hold positions or receive salaries from the controlling shareholder or its affiliates, ensuring operational independence[31]. - The company will ensure that its assets are not occupied by the controlling shareholder or its affiliates, maintaining financial independence[31]. - The company has committed to independent operations, including having its own office space and management structure, free from interference from the controlling shareholder[31]. - The company will ensure that any competitive business activities will not affect its operational integrity and will be managed independently[29]. - The company has a long-term commitment to fulfill its promises made during the restructuring process, ensuring compliance and operational independence[31]. Guarantees and Liabilities - HNA Group has committed to provide irrevocable joint liability guarantees for HNA Capital's obligations related to debt transfer and early repayment, with a guarantee period of two years from the debt performance deadline[32]. - HNA Capital will bear all responsibilities, costs, risks, and debts arising from any disputes related to the major asset restructuring, ensuring full compensation to the listed company within ten days of notification[32]. - HNA Group promises to minimize related party transactions with Bohai Jin Kong after the restructuring, ensuring that any unavoidable transactions are conducted at fair market prices[34]. - HNA Capital will use Bohai Jin Kong as the sole capital operation platform for its leasing business, committing not to establish or acquire other leasing companies post-transaction[34]. - HNA Capital guarantees compliance with relevant regulations regarding deposits with financial companies, ensuring the safety and independence of Bohai Jin Kong's deposits[34]. - HNA Capital will not engage in any business that constitutes substantial competition with the listed company after the completion of the transaction[34]. - HNA Group's subsidiaries in leasing, including Changjiang Leasing and Yangtze River Leasing, have committed not to engage in any form of direct or indirect competition in municipal infrastructure leasing and related sectors[34]. - HNA Capital will ensure that its controlled enterprises do not engage in substantial competition with the listed company post-transaction[34]. - HNA Group will adhere to the decision-making procedures and information disclosure obligations as per laws and regulations, ensuring no improper benefits are obtained through transactions with Bohai Jin Kong[34]. - HNA Capital will be responsible for handling any disputes and losses related to the unclear ownership of assets being disposed of, waiving the right to seek compensation from the listed company[32]. Bohai Capital Operations - Bohai Capital reported a significant focus on leasing businesses, particularly in the clean energy sector, with ongoing projects being monitored quarterly[35]. - The company has established a long-term supervision mechanism to avoid competition with HNA Group, ensuring that new leasing opportunities are communicated promptly[35]. - HNA Group has committed to maintaining the independence of Bohai Capital's operations and assets, ensuring no substantial competition or unfair related transactions occur post-restructuring[37]. - Bohai Capital's asset independence is emphasized, with a complete business system and related assets that do not overlap with HNA Group's enterprises[37]. - The company aims to minimize related transactions with HNA Group, adhering to fair market principles and legal regulations[37]. - Bohai Capital's leasing business, including Global Sea Containers Ltd, is structured to meet the necessary independence criteria for listing[37]. - The company is committed to transparency in its operations, ensuring that any potential disputes related to asset purchases are managed responsibly by HNA Group[37]. - Bohai Capital's strategy includes a focus on expanding its leasing services while maintaining compliance with regulatory requirements[35]. - The company has outlined a clear framework for decision-making regarding new business opportunities, ensuring that all actions align with its strategic goals[35]. - Bohai Capital's ongoing projects and their performance will be reported in a timely manner to ensure stakeholders are informed of developments[35]. - Bohai Capital maintains independence from HNA Group and its controlled companies, ensuring that senior management does not hold positions in HNA Group or receive salaries from it[38]. - The company has established a complete and independent financial accounting system, allowing for independent financial decision-making and compliance with tax regulations[39]. - Bohai Capital's business operations are independent from HNA Capital, with no substantial competition or unfair related transactions between them[39]. - The restructuring guarantees that Bohai Capital's assets are not occupied by HNA Capital or its controlled companies, ensuring asset independence[39]. - The company has committed to handling any liabilities or obligations related to the acquisition of Seaco SRL, ensuring that GSCII will bear all related responsibilities[39]. Financial Instruments - The company raised a total of RMB 16 billion through the issuance of 2,635,914,330 shares at a price of RMB 6.07 per share, with a net amount of RMB 15.84 billion after deducting issuance costs[41]. - The company plans to increase its stake in Bohai Jin Kong by up to 1% of the total share capital, with a commitment not to reduce its holdings during the acquisition period[42]. - The management team has committed to purchasing shares worth a total of RMB 6.5 million and RMB 3.1 million respectively, with a promise not to sell their shares during the acquisition period[43]. - The company has suspended trading since January 17, 2018, due to significant asset restructuring plans[42]. - The company has indicated that it may experience a significant change in net profit compared to the same period last year, but specific figures are not applicable at this time[46]. Investment Valuation - The initial investment cost for Lianxun Securities was CNY 223,551,212.50, with a fair value change resulting in a year-end book value of CNY 303,705,448.84[47]. - Tianjin Bank reported an initial investment of CNY 669,657,942.02, with a fair value change leading to a year-end book value of CNY 401,074,443.19, reflecting a decrease of 44.5%[47]. - The total initial investment across both securities amounted to CNY 893,209,154.52, with a year-end book value of CNY 704,779,892.03, indicating a decline of approximately 21.1%[47]. - The company did not engage in entrusted financial management during the reporting period[48]. Derivative Investments - The derivative investments included interest rate swaps with an initial investment of CNY 7,423.2 million and a year-end net investment of CNY 63,106.9 million, representing 1.60% of the company's net assets[50]. - The company also held interest rate cap options with an initial investment of CNY 15,007.4 million, with a year-end net investment of CNY 5,172.1 million, accounting for 0.13% of the company's net assets[50]. - The total derivative investment at the end of the reporting period was CNY 68,279 million, which is 1.73% of the company's net assets[50]. - The company has established comprehensive risk control measures to mitigate market, liquidity, credit, operational, and legal risks associated with derivative trading[50]. - The company plans to continue using simple, liquid, and controllable financial derivative instruments for hedging purposes, with strict control over trading scale[50]. - The board approved derivative investments on July 13, 2018, and the shareholders' meeting approved them on July 30, 2018[50]. - The company has established a clear approval process and supervision mechanism for derivative transactions to minimize operational risks[51]. - The fair value measurement of financial derivatives is based on observable inputs, classified as Level 2 in the fair value hierarchy[51]. - The company’s overseas subsidiary Avolon obtains monthly valuation reports directly from banks, while GSCL hires KPMG for fair value assessments[51]. - The accounting policies for hedging transactions are in accordance with the Ministry of Finance's accounting standards, with no significant changes compared to the previous reporting period[51].