Recently, the Shenzhen Stock Exchange disclosed information showing that Haitong Securities, the sponsor of Jiangsu Zhongrun Solar Technology Co., Ltd. (hereinafter referred to as "Zhongrun Solar"), submitted an application to withdraw its sponsorship of the company. As a result, the Shenzhen Stock Exchange has decided to terminate its review of its initial public offering and listing on the GEM.
According to Bedo Finance, Zhongrun Solar will submit a prospectus in May 2023 and prepare to be listed on the GEM. In this sprint listing, Zhongrun Solar originally planned to raise 4 billion yuan. Among them, 2 billion yuan will be used for the annual output of 8GW high-efficiency photovoltaic cell project (phase II), and another 2 billion yuan will be used to supplement working capital.
In particular, Zhongrun Solar held a meeting on December 15, 2023 and passed it successfully. According to the announcement of the results of the Listing Committee meeting, the Listing Committee paid attention to the company's operating performance issues and financial internal control norms, and asked the sponsor to express clear opinions.
Tianyancha App information shows that Zhongrun Solar was established in January 2011 and is located in Xuzhou City, Jiangsu Province. At present, the registered capital of the company is about 103 million yuan, the legal representative is Long Daqiang, and the main shareholders include Long Daqiang, Meng Liye, Yingke Capital, etc.
According to the prospectus, Zhongrun Solar's main business is the research and development, production and sales of high-efficiency solar cells. According to PV InfoLink, the company ranked fourth in the world in terms of cell shipments in 2022 and third in the first half of 2023. As of the end of 2023, the company had 45.04GW of cell production capacity and is expected to exceed 50GW by the end of 2023.
In addition, Zhongrun Solar has built 2GW of monocrystalline PERC cell production capacity and 1.2GW module production capacity in Cambodia, 5GW of monocrystalline PERC cell production capacity in Laos, and further invested in 4GW of high-efficiency photovoltaic cell production capacity and 3GW of module production capacity in Laos, and the production capacity of the aforementioned Laos base will be completed and put into operation from 2024.
In 2020, 2021, 2022 and the first half of 2023, Zhongrun Solar's revenue will be 2.533 billion yuan, 5.089 billion yuan, 12.552 billion yuan and 10.769 billion yuan respectively, the net profit will be 124 million yuan, -196 million yuan, 834 million yuan and 934 million yuan respectively, and the net profit after deducting non-profits will be -24.337 million yuan, -207 million yuan, 730 million yuan and 876 million yuan respectively.
It is not difficult to find that Zhongrun Solar's revenue continues to grow, but the scale of profits fluctuates significantly, especially in 2021, there will be a loss of about 200 million yuan. In this regard, the Listing Committee asked the company to explain the reasons and reasonableness of the large fluctuations in operating performance, and whether the future performance growth is sustainable.
With regard to the issue of financial internal control standards, according to the prospectus, the issuer (i.e., Zhongrun Solar) had financial internal control irregularities such as on-lending, irregular use of bills, personal card receipts and expenditures, capital lending with third parties, and funds occupied by the actual controller and its affiliates.
In this regard, the Listing Committee requested Zhongrun Solar to explain the reasons for the above-mentioned irregularities in financial internal control, and whether there was an extracorporeal capital circulation; Explain whether the occupation of funds has a material adverse impact on the effectiveness of the issuer's internal control system, and the issuer's rectification and standardization of the above-mentioned financial internal control irregularities; Explain whether the relevant internal control system is sound and effective.
According to the previous prospectus and the reply to the audit inquiry, the issuer and other enterprises controlled by Long Daqiang had a large amount of capital borrowing, and Long Daqiang had a large amount of capital occupation during the reporting period, and the relevant purposes included guarantee compensation, foreign investment, salary payment, payment of arrears of related parties, etc.
Zhongrun Solar said that since 2010, Long Daqiang, the actual controller of the issuer, has begun to enter the layout of the photovoltaic industry, and gradually built Zhongyu Photovoltaic, Zhonghui Photovoltaic and other projects. The photovoltaic industry has the characteristics of large investment scale and relatively intensive capital, and has a higher demand for capital than other industries.
In order to lay out the photovoltaic industry such as cells, polycrystalline ingots and chips, the actual controller of Zhongrun Solar and its controlled affiliates borrowed from banks and companies in the issuer's system to meet the paid-in capital contribution needs of its photovoltaic industry-related companies, the repayment of new bank loans, and the repayment of principal and interest.
In terms of business structure, more than 90% of Zhongrun Solar's revenue comes from solar cells. According to the prospectus, the company's solar cell products include monocrystalline PERC and multicrystalline cells, and in 2022, large-size monocrystalline PERC cells of 182mm and above will be the mainstay.
According to the prospectus, Zhongrun Solar's business is mainly focused on the cell sector. During the reporting period, the company's solar cell product revenue was 2.529 billion yuan, 4.812 billion yuan, 11.578 billion yuan and 10.098 billion yuan respectively, accounting for 99.99%, 95.14%, 92.50% and 93.91% of its main business income respectively.
Before this listing, the controlling shareholder of Zhongrun Solar was Long Daqiang, and the actual controllers were Long Daqiang and Meng Liye. According to the prospectus, Long Daqiang directly holds 35.44% of the shares of Zhongrun Solar and is the controlling shareholder of the company. In addition to direct shareholding, Long Daqiang also controls part of the company's equity through an employee stock ownership platform.
Among them, Long Daqiang directly holds 35.44% of the shares of Zhongrun Solar, 39.88% of the capital contribution of Zhongshan New Energy, 80% of the shares of Haori Electronics, 32.67% of the capital contribution of Market-Guide Management and serves as the executive partner, and holds 6% of the capital contribution of Longtai Management and serves as the executive partner.
At the same time, Meng Liye directly holds 6.47% of the shares of Zhongrun Solar and 20% of the shares of Haori Electronics. Accordingly, Long Daqiang and Meng Liye directly and indirectly hold a total of 49.76% of the shares of Zhongrun Solar, and actually control 50.64% of the company's shares.
Among them, Long Daqiang is the chairman and general manager of Zhongrun Solar, and Meng Liye is the director and deputy general manager.