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皮海洲:现金选择权行权价格低 *ST天茂主动退市方案不利于保护投资者
Xin Lang Cai Jing· 2025-08-13 02:48
Core Viewpoint - *ST Tianmao has chosen to voluntarily delist due to the risk of forced delisting, as the company faces significant uncertainties and aims to protect the interests of minority shareholders [1][2]. Group 1: Delisting Decision - The company announced its decision to voluntarily withdraw its A-share listing on the Shenzhen Stock Exchange and will apply to transfer to the National Equities Exchange and Quotations (NEEQ) for management in the delisting segment [1]. - The decision was made after the company failed to disclose its 2024 annual report and 2025 Q1 report within the legal timeframe, leading to a two-month suspension of trading [2]. Group 2: Cash Option for Shareholders - The company has provided a cash option for shareholders to sell their shares at a price of 1.60 yuan per share to Jingmen Weituo Hongcheng Management Partnership [1]. - The cash option's registration date is set for September 2, 2025, allowing shareholders an exit opportunity [1]. Group 3: Investor Protection - Voluntary delisting allows the company to maintain some control over the re-listing process, as it can apply for re-listing at any time if it meets the necessary conditions, unlike companies that are forced to delist [3]. - The provision of a cash option is intended to protect investors from greater financial losses during the transition to the NEEQ market [3]. Group 4: Cash Option Pricing Concerns - The cash option price of 1.60 yuan per share is considered low and does not align with the company's net asset value of 4.41 yuan per share as per the last quarterly report [4][5]. - The stock price has been under pressure due to the company's inability to disclose financial reports and ongoing investigations, leading to a significant drop from 3.38 yuan to a low of 1.35 yuan [4].
000627拟主动退市,11万中小股东面临关键抉择
Shang Hai Zheng Quan Bao· 2025-08-11 05:15
Core Viewpoint - *ST Tianmao (000627) has announced its intention to voluntarily delist, becoming the first insurance company to initiate a voluntary delisting process in 2025, amid a critical situation where it faces mandatory delisting warnings [2][9]. Group 1: Voluntary Delisting Process - The company plans to protect the rights of its 111,900 minority shareholders by providing a cash exit option through a shareholder meeting resolution, distinguishing it from mandatory delisting which could lead to total loss for investors [2][4]. - The voluntary delisting proposal requires approval from two-thirds of the voting rights, including two-thirds from minority shareholders holding less than 5% [4][5]. - The cash exit option is set at a price of 1.60 CNY per share, representing a 10% premium over the last trading price of 1.45 CNY per share before suspension, with a total potential payout not exceeding 2.606 billion CNY for up to 1.629 billion shares [7][8]. Group 2: Shareholder Dynamics - The controlling shareholder, New Liyi Group, and the actual controller Liu Yiqian hold 3.275 billion shares, accounting for 66.78% of the total share capital, making minority shareholders crucial in the decision-making process for the delisting [5][6]. - As of July 18, 2025, the company had approximately 111,900 shareholders, with minority shareholders being pivotal in determining the outcome of the voluntary delisting proposal [5][6]. Group 3: Regulatory and Financial Context - The delisting crisis stems from the company's failure to disclose its 2024 annual report and 2025 quarterly report within the legal timeframe, leading to a risk warning and potential mandatory delisting by September 8, 2025 [10][12]. - The company has received a notice from the China Securities Regulatory Commission regarding an investigation for failing to disclose periodic reports on time, indicating that delisting does not exempt the company or its executives from regulatory accountability [12].
A股年内第三家 *ST天茂拟主动退市
Bei Jing Shang Bao· 2025-08-10 16:34
Core Viewpoint - *ST Tianmao has announced its intention to voluntarily delist from the A-share market due to ongoing financial difficulties and a prolonged inability to disclose annual reports, leading to a significant decline in stock price and market value [1][6][7]. Group 1: Company Background - *ST Tianmao, established in 1993 and listed on the Shenzhen Stock Exchange in 1996, is primarily an investment holding company engaged in insurance business through its subsidiaries Guohua Life and Huarui Insurance [3][4]. - The company is controlled by Liu Yiqian, who holds 10.47% of the shares directly and 44.56% through his holding company, New Liyi Group [3][5]. Group 2: Financial Performance - The company reported revenues of approximately 495.83 billion, 496.16 billion, and 496.99 billion from 2021 to 2023, with corresponding net profits of 4.71 billion, 2.74 billion, and a loss of 6.52 billion [7]. - A forecast for the 2024 fiscal year indicates a potential loss between 5 billion and 7.5 billion [7]. Group 3: Delisting Process - The decision to delist requires approval from at least two-thirds of the voting rights at the shareholders' meeting, which introduces uncertainty regarding the outcome [3]. - The stock has been suspended since May 6 due to the failure to disclose the 2024 annual report and the 2025 quarterly report, leading to a risk warning and a name change to *ST Tianmao [6][7]. Group 4: Market Context and Strategic Considerations - The competitive landscape of the A-share market is described as exceptionally fierce, with the company potentially lacking core competitiveness, which may hinder its ability to attract investors and maintain stock price [8]. - The voluntary delisting may be part of a broader strategic shift aimed at restructuring and improving financial health, allowing the company to operate away from public scrutiny [8].
A股年内第三家!*ST天茂拟主动退市,8月11日起复牌
Bei Jing Shang Bao· 2025-08-10 11:01
Core Viewpoint - *ST Tianmao plans to voluntarily delist from the A-share market and transfer to the national SME share transfer system after the delisting, marking the third company to propose voluntary delisting in the A-share market this year [1][6]. Company Overview - *ST Tianmao, established in 1993 and listed on the Shenzhen Stock Exchange in 1996, is an investment holding company primarily engaged in insurance business through its subsidiaries Guohua Life and Huarui Insurance [4]. - The company is controlled by Liu Yiqian, who holds 10.47% of the shares directly, while his group, Xinliyi Group, holds 44.56% [4][5]. Financial Performance - As of August 6, prior to suspension, *ST Tianmao's stock price was 1.45 CNY per share, with a total market capitalization of approximately 71.11 billion CNY [4]. - The company reported revenues of approximately 495.83 billion CNY, 496.16 billion CNY, and 496.99 billion CNY for the years 2021 to 2023, respectively, with corresponding net profits of 4.71 billion CNY, 2.74 billion CNY, and a loss of 6.52 billion CNY in 2023 [7]. - The company anticipates a loss of 500 million to 750 million CNY for the 2024 fiscal year [8]. Delisting Rationale - The decision to voluntarily delist is seen as a strategy to mitigate negative public exposure and market volatility due to ongoing performance issues, allowing the company time to adjust its business strategy and improve its financial situation [8]. - The competitive landscape of the A-share market is described as exceptionally fierce, with the company potentially lacking core competitiveness in its industry, making continued trading challenging [8].
又一主动退市!至今未披露2024年年报,实控人为刘益谦
梧桐树下V· 2025-08-10 06:17
Core Viewpoint - Tianmao Industrial Group Co., Ltd. plans to voluntarily terminate its stock listing on the Shenzhen Stock Exchange due to significant business restructuring and uncertainties, aiming to protect minority shareholders' interests [2][4]. Group 1: Company Financials and Reporting Issues - The company has not disclosed its 2024 annual report and 2025 Q1 report, leading to a risk of termination of its stock listing. The stock has been suspended since May 6, 2025, and will face delisting if the reports are not submitted by September 8, 2025 [4][5]. - The company reported a total loss of 9.8 billion yuan from 2023 and the first nine months of 2024, with losses of 6.5176 billion yuan in 2023 and 3.331 billion yuan in 2024 [12][13]. Group 2: Shareholder Structure and Control - The controlling shareholder is New Liyi Group Co., Ltd., holding 44.56% of the shares, while the actual controller is Liu Yiqian [6][7]. Group 3: Cash Option for Dissenting Shareholders - To protect investors, the company will offer a cash option for dissenting shareholders at a price of 1.60 yuan per share, which is 10% higher than the last trading price of 1.45 yuan [9]. Group 4: Future Plans Post-Delisting - The company has no current plans for major asset restructuring or a specific timeline for re-listing after the voluntary delisting [11].
*ST高鸿、*ST天茂,传出两大退市信号
2 1 Shi Ji Jing Ji Bao Dao· 2025-08-09 08:36
Core Viewpoint - The recent announcements of delisting by *ST Gaohong and *ST Tianmao highlight the increasing trend of delistings in the Chinese stock market, driven by stricter regulations and a focus on eliminating companies involved in significant violations [2][12]. Group 1: Delisting Trends - As of August 8, 2025, 23 companies have been delisted since the beginning of the year, with 10 of these being forced delistings due to significant violations [2][12]. - The types of delistings are diversifying, with an increase in companies choosing to delist voluntarily, including *ST Tianmao, Yulong Co., Zhonghang Chanyin, China Shipbuilding Industry, and Haitong Securities [2][15]. - The latest round of reforms to the delisting system began in 2020, leading to a significant increase in the number of delistings and a shift in the structure of delistings [2][9]. Group 2: Regulatory Environment - The regulatory focus has intensified on serious financial fraud and significant violations, with *ST Gaohong being the tenth company to enter forced delisting procedures due to such violations in 2025 [12][13]. - The new regulations aim to protect investors by supporting companies facing significant uncertainties to voluntarily delist, thereby enhancing the overall market ecosystem [3][11]. Group 3: Company-Specific Details - *ST Tianmao has opted for voluntary delisting, citing business restructuring and significant uncertainties, offering shareholders a buyback price of 1.60 yuan per share, which is higher than its last trading price [5][16]. - *ST Gaohong is facing forced delisting due to severe financial fraud, resulting in a fine of 1.6 billion yuan, with the chairman receiving the heaviest penalty of 750,000 yuan and a ten-year market ban [5][6]. - The delisting of *ST Gaohong is indicative of the severe consequences of financial misconduct, as it has been penalized for fraudulent activities and lack of commercial substance in its operations [5][6].
2024年年报迟迟未发,这家公司拟主动退市
Zheng Quan Ri Bao Wang· 2025-08-09 04:23
Core Viewpoint - Tianmao Industrial Group Co., Ltd. has announced its decision to voluntarily delist from the Shenzhen Stock Exchange to protect shareholder interests amid ongoing financial difficulties and regulatory scrutiny [1][2][4]. Group 1: Delisting Announcement - The company plans to withdraw its A-share listing and will apply to transfer to the National Small and Medium Enterprises Share Transfer System after delisting [1]. - A cash option will be provided to dissenting shareholders, with an exercise price of 1.60 CNY per share, representing a 10.34% premium over the last closing price of 1.45 CNY [1][5]. - The company will hold a temporary shareholders' meeting on August 25, 2025, to review the delisting proposal [1][5]. Group 2: Financial Struggles - The company has faced continuous declines in performance, with net profits dropping by 67.32%, 18.88%, 41.78%, and 337.82% from 2020 to 2023, culminating in a net loss of 6.52 billion CNY in 2023 [3]. - For the first three quarters of 2024, the company reported a net loss of 3.33 billion CNY, with forecasts indicating a potential loss of 5 to 7.5 billion CNY for the full year [3]. Group 3: Regulatory Issues - The company is on the verge of forced delisting due to failure to disclose its 2024 annual report, which was originally due on April 29, 2024 [2]. - The China Securities Regulatory Commission (CSRC) has initiated an investigation into the company for failing to timely disclose regular reports, leading to a suspension of trading since May 6, 2024 [2]. Group 4: Market Context - The number of companies voluntarily delisting has increased, with Tianmao being the third company to do so in 2023, reflecting stricter delisting regulations and increased operational pressures [7]. - The new regulations aim to reduce "shell" companies and enhance investor protection through mechanisms like cash options for shareholders [7].
突发!000627,拟主动退市
Shang Hai Zheng Quan Bao· 2025-08-08 16:06
Core Viewpoint - *ST Tianmao plans to voluntarily withdraw its A-shares from the Shenzhen Stock Exchange due to significant uncertainties in its business structure adjustment, aiming to protect the interests of minority shareholders [3][5]. Company Overview - *ST Tianmao, originally named "Baike Pharmaceutical," was established in 1993 and is controlled by capital magnate Liu Yiqian. The company has shifted its focus from chemical and pharmaceutical businesses to insurance, primarily through its subsidiaries Guohua Life and Huarui Insurance [4]. - As of the end of Q3 2024, the shareholding structure shows New Liyi Group, Liu Yiqian, and his spouse Wang Wei holding 44.56%, 10.47%, and 11.25% of the shares, respectively, forming a concerted action group [4]. Recent Developments - On August 8, 2023, *ST Tianmao announced its decision to withdraw its A-shares from trading on the Shenzhen Stock Exchange and apply for transfer to the National Equities Exchange and Quotations (NEEQ) after delisting [5]. - The company has faced delisting risks due to failure to disclose its 2024 annual report and 2025 Q1 report within the statutory timeframe, leading to a warning from the Shenzhen Stock Exchange [6]. - Following a suspension of trading on August 7, 2023, due to significant matters being planned by the controlling shareholder, the company has not disclosed relevant financial reports as of the suspension date [6]. Shareholder Protection Mechanism - To protect investors, *ST Tianmao has set up a mechanism for dissenting shareholders and other shareholders, allowing them to exercise cash options at a price of 1.60 CNY per share, while the last closing price before suspension was 1.45 CNY per share [3][6]. - The proposed record date for the cash option is set for September 2, 2025, subject to adjustments by the company's board [3]. Regulatory Actions - The company received a notice from the China Securities Regulatory Commission (CSRC) on May 6, 2025, regarding an investigation for failing to disclose periodic reports on time, indicating that the situation will not be resolved simply by delisting [7].
*ST天茂: 天茂实业集团股份有限公司关于撤回公司股票在深圳证券交易所交易的方案(上网)
Zheng Quan Zhi Xing· 2025-08-08 15:17
Core Viewpoint - Tianmao Industrial Group Co., Ltd. plans to voluntarily withdraw its A-share listing on the Shenzhen Stock Exchange due to significant uncertainties arising from business restructuring, aiming to protect the interests of minority shareholders [1][6][14] Company Overview - Company Name: Tianmao Industrial Group Co., Ltd. - Stock Listing Location: Shenzhen Stock Exchange - Stock Abbreviation: *ST Tianmao - Stock Code: 000627 - Registered Capital: 494,062.92 million yuan - Business Scope: Import and export of goods, production and sales of chemical products, and sales of building materials [1][4] Historical Background - The company was originally established as Hubei Zhongtian Co., Ltd. and underwent several name changes and capital increases, with the latest total share capital being 494,062.92 million shares [2][3] Financial Performance - Total Revenue for the first nine months of 2024: 3,359,611.86 million yuan, down from 4,969,887.37 million yuan in 2023 - Net Profit attributable to shareholders: -33,310.49 million yuan for 2024, compared to -65,175.85 million yuan in 2023 - Total Assets: 28,515,362.11 million yuan, with a total liability of 24,914,875.13 million yuan, resulting in a debt ratio of 87.37% [5][6] Voluntary Delisting Plan - The company intends to withdraw its A-share listing through a shareholder resolution and will apply to transfer to the National Equities Exchange and Quotations (NEEQ) for management in the delisting section [6][12] - The decision has been approved by the company's board and will be submitted for shareholder approval [7][8] Shareholder Protection Mechanism - A cash option will be provided to dissenting shareholders, allowing them to receive cash compensation for their shares, excluding certain major shareholders [9][10] - The cash option price is set at 1.60 yuan per share, with specific conditions for exercising this option [10][11] Post-Delisting Strategy - After delisting, the company aims to maintain operational stability and protect shareholder rights, with no immediate plans for major asset restructuring or re-listing [12][14] - The company will select a qualified securities firm to manage the transfer of shares in the delisting section [13]
年内第三家主动退市个股将诞生
财联社· 2025-08-07 07:44
Group 1 - The core viewpoint of the article indicates that *ST Tianmao is likely planning to apply for voluntary delisting due to significant uncertainties in its operations, leading to a suspension of trading [1] - The stock price of *ST Tianmao was 1.45 yuan before the suspension [1] - The company failed to disclose its 2024 annual report and 2025 Q1 report within the legal timeframe, resulting in a delisting risk warning since July 8 [1] Group 2 - If *ST Tianmao does not disclose its 2024 annual report within two months of the delisting risk warning, the Shenzhen Stock Exchange will decide to terminate the company's stock listing [1] - Other companies, such as Yulong Co. and AVIC Industry, have also applied for voluntary delisting this year due to significant operational uncertainties [1] - The actual controller of *ST Tianmao is Liu Yiqian, contrasting with the actual controllers of the other two companies, which are local state-owned enterprises and central enterprises [1]