Xin Lang Zheng Quan·2025-10-27 09:53Core Viewpoint - The issuance of new shares by Xiangshan Co., amounting to 810 million yuan, raises concerns about potential "backdoor listing" and "spinoff listing" issues, as the controlling shareholder, Yunsen Electronics, increases its stake from 29.9992% to 44% [1][2][5]. Group 1: Capital Operations and Shareholding Changes - Xiangshan Co. plans to issue up to 32,879,402 new shares, representing 24.89% of the total shares before the issuance, to raise a maximum of 811.79 million yuan, which will be used to supplement working capital [2]. - Yunsen Electronics began acquiring shares in Xiangshan Co. in July 2023, obtaining an 8.0257% stake through share transfers [3]. - The series of capital operations by Yunsen Electronics, including asset sales and reverse acquisitions, could yield an estimated profit of around 500 million yuan [10][12]. Group 2: Financial Implications and Debt Concerns - Xiangshan Co. incurred a significant debt increase, with interest-bearing liabilities rising from 1.491 billion yuan at the end of 2020 to 2.759 billion yuan by the end of 2024, and projected to reach 3.008 billion yuan in the first half of 2025 [12]. - The company's net profit for 2024 is projected at 155 million yuan, while interest expenses are expected to reach 148 million yuan, indicating a heavy financial burden [12]. Group 3: Shareholder Actions and Market Reactions - The original controlling shareholder, Zhao Yukun, and associated parties have initiated a significant sell-off, reducing their holdings by a total of 7,199,600 shares, which raises questions about the timing of the company's share buyback plan [12][15]. - Investors have expressed concerns regarding whether the buyback was intended to facilitate the original shareholders' exit, especially given the timing of the announcements [15].