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“问询”牵出梦洁股份5年前“兜底协议” 上市12年为何首现亏损?

"Inquiry" led to Mengjie shares 5 years ago, "bottom Agreement" listed 12 years why the first loss?

China Investors ·  Jun 27, 2022 19:35

"Investor Network" Xiang Jinjing

Editor Hu Shan

Recently, after a series of 9 questions on the Shenzhen Stock Exchange, Hunan Mengjie Home Textile Co., Ltd. (hereinafter referred to as "Mengjie shares", 002397.SZ), one of the leading domestic home textile enterprises, has revealed an unknown "secret" agreement.

According to the information disclosed in Mengjie's 2021 annual report, Jiang Tianwu, the real controller of the company, and other related parties engaged in non-operating occupation of the company's funds, totaling more than 80 million by the end of last year, and the funds were used to repay joint or personal debts.

Why is the occupation of funds so frequently? This has become a doubt in the minds of investors. Throughout the development of Mengjie shares in recent years, it can be said that it has gone from bad to worse. At a time when the company is focusing on high-end bedding, it has been the worst performance since it went public, making it the bottom of comparable companies. Can such Mengjie shares return to the peak by high-end transformation in the future?

The "undercover Agreement" in 2017 was exposed.

At present, although the annual reports of listed companies have been disclosed, the review of annual reports for various companies has never stopped. Many listed companies' annual reports for 2021 were questioned by regulators, including Mengjie shares.

At the end of May, the Shenzhen Stock Exchange asked about the annual report of Mengjie shares, and the most interesting question was "whether the company has related parties occupying the company's funds in disguise." Such a heavy question seems to have panicked Mengjie shares, which was supposed to reply on June 8 but postponed to June 17.

Less than three hours before the deadline for delaying the announcement, Mengjie issued an announcement in response to an inquiry letter from the Shenzhen Stock Exchange, forcing an unknown "cover agreement" to be exposed and answering some of the doubts in the minds of investors.

According to the 2021 annual report of Mengjie shares, in fact, the controller Jiang Tianwu and other related parties Li Jianwei, Li Jing (shareholders with more than 5% shares, directors), Li Jun (directors) and Zhang Aichun (shareholders with more than 5% shares) have the behavior of non-operating occupation of the company's funds, with a total increase of 88.2 million yuan in the reporting period and 8 million yuan in the current period. The total balance occupied by the five people at the end of the period is 80.8123 million yuan (principal 80.2 million yuan, interest 612300 yuan). The funds are used to repay joint or personal debts. It is precisely because of this that it has attracted the attention of the Shenzhen Stock Exchange and investors.

In this regard, Mengjie shares said that the reason for the occupation of non-operating funds is mainly due to a fixed increase agreement in 2017.

In August 2017, Mengjie shares received the CSRC and approved a non-public offering of 105 million shares, which will be valid for six months from the date of approval. Due to the accelerated deleveraging of the capital market at that time, coupled with the impact of the market downturn, Mengjie shares, in order to ensure that this fund-raising can be carried out smoothly, the company worked with Xiamen Trust, Shanghai Jinyuan Baili Capital Management, and Tianjin Trust to sign the "balance replenishment Agreement" respectively.

But in 2021, because it triggered the obligation to make up the difference agreed in the fixed increase agreement, the major shareholders of Mengjie shares formed a fixed increase debt of 360 million yuan, which led to the major shareholders of the company using non-operating occupation of company funds and reduction and other ways to repay the debt.

The major shareholders of Mengjie shares use a variety of means to borrow money to repay their personal debts, slow and do not "quench their thirst". At the same time, they rely on reducing their holdings in the company to cash out.

Through the above ways, major shareholders through non-operating occupation of the company's funds of more than 126 million yuan, coupled with the reduction of Mengjie shares of nearly 160 million yuan, a total of about 286 million yuan of funds, which is still 75 million yuan less than the debt of 360 million yuan.

Now the "east window incident", Mengjie shares for 360 million yuan of debt will be repaid, the company did not disclose in the announcement. It only said that in 2021, Jiang Tianwu and other major shareholders totaled 80.8123 million yuan in non-operating funds of listed companies. According to the company announcement, as of April 25 this year, all the funds of listed companies occupied by shareholders have been returned.

"according to the identification of major defects in the internal control of the company's non-financial reporting, the above behaviors have unscientific decision-making procedures and reach the qualitative standard for the evaluation of internal control defects in non-financial reporting determined by the company. there are major defects in the internal control of non-financial reports." Mengjie shares announced that on April 30 this year, the company's controlling shareholders and relevant shareholders explained and apologized for the occupation of funds within the company.

With regard to the company's internal control, Mengjie shares said that it would strengthen the payment process of funds and prohibit the payment of any funds in the case of incomplete legal decision-making procedures and payment processes.

There is a "first loss" after 12 years on the market.

Mengjie shares, founded in Hunan in 1981, is an enterprise engaged in home textile production and one of the three giants of home textile listed companies (Luolai Home Textile, Fuana and Mengjie shares). The company landed in the capital market in 2010 and became the third A-share home textile listed company.

Since its listing, Mengjie shares have also been brilliant. Looking at the company's "transcript" over the years, 2015 is the peak, when the company's operating income was 1.5 billion yuan and net profit was 156 million yuan. Since then, the company's net profit has hovered within 100 million yuan all the year round, and has fallen into a continuous decline and even a loss in 2021 since 2019.

According to the data, the operating income of Mengjie shares in 2021 was 2.463 billion yuan, up 11% from the same period last year; the net profit lost 156 million yuan from the same period last year, down 447% from the same period last year; and deducting the net profit loss from non-parent was 159 million yuan, down 589% from the same period last year. This is the first loss in the 12 years since Mengjie went public, while 2021 is the first year for the company to start a high-end strategic transformation and upgrading, focusing on high-end bedding.

As for the net profit loss mentioned by the Shenzhen Stock Exchange, Mengjie shares said it was mainly affected by the decline in gross profit margin.

Specifically, the gross profit margin of Mengjie shares also showed a downward trend year by year. From 2017 to 2021, it was about 44%, 43%, 41%, 39.9% and 37.7% respectively, a decline for five consecutive years.

Compared with the other two textile giants, Mengjie shares are also at the bottom. In terms of gross sales margins in 2021, Fuana and Lorelei live at about 52% and 45%, respectively.

Among the above-mentioned companies, Mengjie shares are at the bottom of both the gross profit margin and the main performance indicators, and there are significant differences compared with their peers.

On closer inspection, it is found that the first loss of Mengjie shares in 2021 is a precursor. In fact, Mengjie's performance has shown signs of anaemic growth since 2017. According to the data, from 2017 to 2020, the operating income of Mengjie shares was 1.933 billion yuan, 2.3 billion yuan, 2.6 billion yuan and 2.2 billion yuan respectively, with year-on-year growth rates of about 34%, 19%, 13% and-15% respectively. The year-on-year growth rate was about-47%, 65%, 1% and-47%, respectively.

While the performance of Mengjie shares continues to decline, its debt ratio has climbed to its highest level in five years. In terms of liabilities, from 2017 to 2021, the assets and liabilities of Mengjie shares were about 1.2 billion yuan, 1.28 billion yuan, 1.4 billion yuan, 1.5 billion yuan and 1.8 billion yuan respectively, and the debt ratio was 36%, 38%, 41%, 46% and 53%, respectively.

In the first quarter of this year, Mengjie shares still showed a trend of loss, with operating income of about 500 million yuan, an increase of 2% over the same period last year, and a net profit loss of 9.21 million yuan, down 127% from the same period last year.

It is worth noting that on February 22, Mengjie shares announced that due to a long time span and changes in the internal and external environment, considering the value performance of the company and combining the actual situation of the company and development planning and other factors, in order to protect the rights and interests of all shareholders, the company decided to terminate the non-public offering of A-shares in 2021.

According to the original fixed increase plan, the company intends to issue no more than 100 million shares and raise no more than 500 million yuan through a non-public offering, which will be used for brand upgrading channel construction projects, high-end washing and care center construction projects and other projects.

In this way, Mengjie shares focus on high-end transformation strategy after the first battle "unfavorable start". Now the planned one-year fixed increase project is also terminated, for the future development prospects of Mengjie shares, some brokerages reported that the company expects the reform to be effective. As for the effect, "Investor Network" will continue to pay attention. (produced by thinking Finance) ■

Disclaimer: This content is for informational and educational purposes only and does not constitute a recommendation or endorsement of any specific investment or investment strategy. Read more
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