On the afternoon of October 21, a creditors' meeting will be held to review the reorganization plan for the bankruptcy case of Shanshan Group and Pengze Trading, directly impacting the future of Shanshan Group and the interests of numerous investors in its publicly listed company, Ningbo Shanshan Co., Ltd.
However, just before this creditors' meeting, significant hidden issues and lawsuits concerning the public interests of Ningbo Shanshan Co., Ltd. were revealed, posing potential risks to creditors and investors.
A company that had entered the reorganization case through public bidding—Saimike Materials Co., Ltd.—claimed it was inexplicably removed at the last moment. More importantly, Saimike Materials specializes in special graphite materials and carbon-based composite materials, which are highly synergistic with Ningbo Shanshan's core business in new energy and has entered the listing counseling phase.
This sudden change seems suspicious to outsiders. If Saimike is excluded from the reorganization of Shanshan Group, it would mean Ningbo Shanshan has lost an important opportunity for industrial synergy and integration in this reorganization case. Since announcing the existing reorganization plan on October 1, Ningbo Shanshan's stock price has dropped by 16.35% as of October 17.
Currently, Saimike has sent letters to relevant parties and Ningbo Shanshan, asking for a postponement of the creditors' meeting. They filed a lawsuit in Ningbo Yinxian District People's Court on October 15, seeking to declare the currently proposed "Reorganization Investment Agreement" invalid.
This implies that just before the creditors vote on the reorganization case, Shanshan Group faces significant lawsuits that have not been disclosed to the public, leaving the success of future restructuring uncertain. Furthermore, this lawsuit contains substantial interests behind it.
Was the consortium investment that included “Ship King” Ren Yuanlin suddenly knocked out after winning the bid? Documents from Saimike to Ningbo Shanshan indicate that during the recruitment phase of the reorganization case, they formed a consortium investor together with Jiangsu New Yangzi Trading Co., Ltd., becoming recognized investors after two rounds of selection.
Jiangsu New Yangzi Trading is actually controlled by Ren Yuanlin, the founder of Yangtze River Shipbuilding Group, who is now 72 years old and has nearly 50 years of experience in the shipbuilding industry, earning the nickname "Ship King." Public information shows that New Yangzi Trading, as a primary domestic investment platform under Yangtze Gold Control, has invested in 57 companies across various industries, including metals, shipping, chemicals, and investment management. From the perspectives of existing information, New Yangzi Trading has a relatively diverse industry background, while companies with such a profile tend to receive lower market valuations unless they can significantly leverage industrial connectivity and synergy.
Previously, Shanshan Group's restructuring manager announced that investors should have operational and management capabilities matching the scale of Ningbo Shanshan. This was understood as a move to find companies related to the new energy industry for business collaboration to empower the public company. Speculation arose among investors that future enterprises in the new energy field might take advantage of this avenue for asset infusion.
Saimike's documents state it has a unique advantage in business synergy with Ningbo Shanshan, focusing on special graphite materials. Conversely, New Yangzi Trading, primarily in shipping, lacks familiarity and resources in the new energy sector, relying mainly on Saimike's industry due diligence, future strategic judgments, and industry planning.
Saimike believes that its industrial synergy and competitive pricing were key factors in the consortium winning the bid, which raises concerns about being excluded from the final restructuring investors' list. This not only damages their interests but also violates the agreement that "the entry and exit of consortium members can be decided by unanimous consent."
As such, Saimike is seeking to block the current reorganization plan through both letters to relevant parties and legal action.
What will happen to creditors and 150,000 shareholders? In corporate restructuring, especially involving publicly listed companies, protecting the interests of creditors and public investors is paramount. Thus, when faced with numerous prospective investors, restructuring management typically evaluates overall strength and industry background in choosing participants.
Taking recent A-share listed companies as an example, the restructuring of Oriental Fashion's major shareholder exemplifies collaboration among multiple entities, including state-owned backgrounds and companies with expertise in digital and low-altitude economies, all related to the transportation and driving sectors.
As a result, Oriental Fashion's reorganization plan gained broad acceptance, with its stock hitting consecutive limits after the announcement.
Returning to Shanshan Group’s announced reorganization plan, the list includes New Yangzi Trading, Yangtze Ship Investment, TCL Industrial Investment, and Orient Asset Management Shenzhen Branch, with Ren Yuanlin becoming the actual controller of Ningbo Shanshan after restructuring. Notably, there is no apparent connection to the new energy or battery industry.
According to the current reorganization scheme, New Yangzi Trading needs to contribute approximately 1.022 billion yuan to control Ningbo Shanshan, which has a market value of about 30 billion yuan, through shareholding and entrusted voting rights.
The temporarily removed Saimike, previously known as Zhonggang New Materials, is based in Huzhou, Zhejiang Province, focusing on special graphite and carbon-based composite materials. Its actual controller and chairman, Qū Ruìháng, has shareholders, including Zhonggang Capital, Liu Yiqian, and CITIC Securities Investment, indicating its significant strength.
For creditors and investors in Ningbo Shanshan, the choice of which background investor participates in the restructuring will have a considerable impact on the company's future development and prospects.
Faced with changes among restructuring investors and substantial uncertainties brought by the lawsuit, what choices will the relevant creditors and 150,000 shareholders of Ningbo Shanshan make? For Ningbo Shanshan, as a public company, it should disclose the veracity of Saimike's claims and the related lawsuits to the market as quickly as possible.
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