At the end of 2006, reviewing this year's development of the automotive industry in the capital market, several key words will immediately come into your eyes: bull market, share reform, mergers and acquisitions, and financing.

Car company bully commercial vehicle business performance outstanding

In 2006, the entire capital market performed well.
Foreign exchange market through trains
. In such a big environment, the listed companies in the automotive industry also follow the trend, and the auto stocks can be described as bullish.

According to Yao Hongguang, a researcher at the Ping An Securities Comprehensive Research Institute, commercial vehicle companies generally showed strong growth momentum in the first half of this year. With the steady growth of the passenger car industry and the recovery of the heavy-duty truck industry, most commercial vehicle companies have achieved higher profit growth. The leading companies such as Yutong Bus and China National Heavy Duty Truck Group have performed particularly well. According to the report, G Yutong achieved a total profit of RMB 115 million in the first half of the year, an increase of 16.16% over the same period of last year, and a net profit of RMB 78 million, an increase of 16.54% over the same period of last year. In the first half of the year, China National Heavy Duty Truck achieved a total profit of 1.33 billion yuan, an increase of 67% over the same period of last year; net profit was 860 million yuan, an increase of 8% over the same period of last year.

In the first half of the year, the performance of passenger car companies was slightly lower than that of commercial vehicle companies, which was mainly due to investors' concerns about the negative impact factors such as price cuts, fierce market competition and rising oil prices. However, it was eventually proved that the impact of these risk factors was not so great. The sales volume of passenger cars continued to rise, and the price reduction rate also gradually slowed down.

In the second half of the year, commercial vehicle companies continued to perform for the first half of the year, and passenger car companies also performed better than the first half of the year. According to the performance report of the first three quarters, FAW Car's total profit from January to September was 302 million yuan, an increase of 50.79% over the same period of last year; net profit was 290 million yuan, an increase of 38.25% over the same period of last year. From January to September, China National Heavy Duty Truck realized a total profit of 309 million yuan, a year-on-year increase of 203.20%; net profit of 176 million yuan, an increase of 73.40% over the same period of last year. In January-September, FAW Xiali realized a total profit of 308 million yuan, an increase of 105.17% over the same period of last year; and a net profit of 307 million yuan, an increase of 105.78% over the same period of last year. Yutong Bus achieved a total profit of 197 million yuan from January to September, an increase of 15.20% over the same period of last year. It can be predicted that the 2006 annual performance of mainstream automotive listed companies will reach expectations, even more than expected. 1

The successful completion of the share reform has reached a historical record

On August 23, 2005, the China Securities Regulatory Commission, the State-owned Assets Supervision and Administration Commission of the State Council, the Ministry of Finance, the People's Bank of China, and the Ministry of Commerce jointly issued the Guiding Opinions on the Reform of Non-tradable Shares in Listed Companies, and subsequently released Measures for the Administration of Reform of Equity Division of Listed Companies.

In 2006, Shanghai and Shenzhen entered the stock reform period. Up until now, only Dongfeng Electronic Technology Co., Ltd., Hunan Torch Automotive Group Co., Ltd., and Guangzhou Dongfang Baolong Co., Ltd. have listed on the listed auto companies in Shanghai and Shenzhen. Several companies such as Automobile Industry Co., Ltd., Jiatong Tire Co., Ltd., Shandong Juli Co., Ltd., and Yangzhou Yaxing Bus Co., Ltd. have not completed their share reform work. Zhang Xin, a researcher at Guotai Junan Securities Research Institute, believes that in addition to the above-mentioned companies that have not completed the share reform, there may be some problems that may impede the share reform work or the share reform program may be difficult to produce. The share reforms of other listed automobile companies are relatively successful.

Judging from the company's share reform plan, Yao Hongguang believes that Shanghai Auto and JAC's share reform plan is more prominent and fully respects the interests of investors. In particular, Jianghuai Automobile, when the company’s shareholding ratio is not very high, uses the company’s capital reserve fund to transfer shares to all shareholders, and the non-tradable shareholder’s transferred shares are paid to tradable shareholders so that the tradable shareholders can actually obtain 10 shares will be transferred to 11 shares as a consideration. This share ratio can be said to be relatively high. For every 10 shares of tradable shares held by SAIC Motor, 3.4 shares will be paid by non-tradable shareholders. Since Shanghai Auto's share reform plan was announced earlier and it has done a better job in investor protection, Shanghai Auto's share reform plan has become the benchmark of other companies and provides reference for other auto listed companies.

After the completion of the share reform work, the governance structure of listed companies has been improved and the capital market has entered the era of full circulation. The influence of share reform on each company’s future operations will only take a certain course to become apparent. After a listed company is fully market-oriented, it is easier to increase capital than before. However, Yao Hongguang also reminded listed companies to be more cautious. In the future, they should pay more attention to the performance in the secondary market and strengthen communication with investors; otherwise, they will experience market pressure in the next year or two. 2

M & A rules introduced impact geometry

On July 31, 2006, the China Securities Regulatory Commission issued the Administrative Measures for the Acquisition of Listed Companies, which will take effect on September 1. On August 8, the Ministry of Commerce, the State-owned Assets Supervision and Administration Commission of the State Council, the State Administration of Taxation, the State Administration for Industry and Commerce, the China Securities Regulatory Commission, and the State Administration of Foreign Exchange jointly issued the "Regulations on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors". It will be implemented from September 8. Since the capital market has entered the era of full circulation, the “Measures for the Administration of the Acquisition of Listed Companies” promulgated and implemented in 2002 has no longer adapted to the new market environment. New management methods and regulations have emerged as the times require, and have become the main legal basis for Chinese listed companies to conduct mergers and acquisitions. .

The "Eleventh Five-Year Plan" clearly stated that China's auto industry must expand its scale by integrating resources and restructuring and restructuring. As China's auto industry is still at a special stage with low concentration, the introduction of two laws and regulations will undoubtedly have a certain impact on the merger and acquisition of the auto industry.

The new “Measures” fully embodies the value orientation and legislative spirit of encouraging the acquisition of listed companies; standardizes the qualifications of the acquiring entity; strengthens the supervision of controlling shareholders and actual controllers; simplifies the auditing process through changing supervision methods; strengthens the Corporate governance requirements. This provides a healthy and orderly platform for mergers and acquisitions by some major auto groups. Yao Hongguang believes that auto companies can enhance their competitiveness through mergers and acquisitions. Although mergers and acquisitions in the domestic auto industry have not yet formed a trend, mergers and acquisitions will become the focus of the industry in the next few years.

The impact of the Regulations on the automotive industry will be mainly reflected in the parts and components industry. As China's auto parts industry is currently in a very active period of development, many foreign companies have entered China's auto parts market, and the "Regulations" have, to a certain extent, limited foreign participation in mergers and acquisitions.

Experts believe that because the Chinese auto industry lacks a sufficient number and scale of successful mergers and acquisitions, auto companies need to accumulate certain experience. 3

Financing tends to increase domestically

Since Dongfeng Motor was listed in Hong Kong in 2005 and became the largest IPO project in the global automotive industry, SAIC, GAC, and CNHTC, which have not yet taken action but eagerly tried, have become a popular choice for “overall domestic or overseas listing”. The protagonist in the topic. Until August 29, G SAIC issued an announcement saying that the company had passed the "Overall Plan for the Purchase of Assets by the Company's SAIC shares." The plan shows that the assets of some non-key parts and components companies listed in the listed company will be stripped, and the core assets of the SAIC Group related to the entire vehicle will be injected as high as 21.203 billion yuan. This indicates that SAIC Motor has suspended the pace of overseas listings, and has adopted a private placement to start an overall listing in China. Previously, FAW Group, Guangzhou Automobile Group, Beijing Automotive Group, Chang'an Group, China National Heavy Duty Truck Group and other major auto groups have reported that they are preparing to list in the country as a whole or go overseas. However, no results have been found. The move by SAIC Group to use a private placement to raise capital to start an overall listing is bound to become a reference for other car companies.

The Guiding Opinions on the Reform of the Share Splitting of Listed Companies has pointed out that “after solving the equity splitting issue, large companies that support high returns through the controlled issuance of shares through the listed companies that are controlled by them will achieve overall listing.” Visibly, this move by SAIC is also compliant. Policy-oriented.

As a capital-intensive industry, the automotive industry requires auto companies to have strong capital; especially in the critical period of self-development, the success of financing will largely affect the future development of the company. For each major group, what kind of method to take to finance to meet the company's appeal is the most critical issue. Yao Hongguang believes that the current A-share market has a large capacity and the trend is getting better, and the amount of financing for companies in the domestic market will be even greater. In view of the success of SAIC, a group that has already listed some assets will adopt a private placement to achieve overall listing. This will be a better choice; unlisted groups can directly inject all their assets into the market. Zhang Xin believes that the overall listing of auto companies is an economic activity, so it should choose the right timing, depending on the specific circumstances of the company. To be sure, the overall listing will be the future direction of development of automotive companies in the capital market.

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July 19, 2024