Guangdong Hec Technology Holding Co.,Ltd. resumed trading on March 9, 2026. The multi-billion dollar aluminum foil giant is attempting to acquire the computing power supplier Chaince Digital Holdings Inc. through an exceptionally complex capital operation.
On the surface, this appears to be a standard issuance of shares to purchase assets. However, upon examining the multi-layered transaction structure, a significant fact emerges: this is a typical case of a "backdoor listing-like" operation.
Understanding the essence of this restructuring requires a clear view of its intricate "three-step" structure.
Step One: Off-Balance-Sheet Incubation (July - September 2025). Shenzhen Dongyangguang Industrial, the controlling shareholder of Guangdong Hec Technology Holding Co.,Ltd., funded the establishment of Dongshu No.1 with a registered capital of just 200,000 yuan. At this stage, the target asset was completely isolated from the listed company.
Step Two: Cash Acquisition + Introduction of Strategic Investors (January 2026). A buyer consortium completed the acquisition of Chaince Digital Holdings Inc.'s China operations for 28 billion yuan in cash. The key maneuver was the rapid introduction of 19 strategic investors into Dongshu No.1, which skyrocketed its registered capital to 11.5 billion yuan. The shareholder lineup was star-studded, including Yunfeng Fund, in which Jack Ma holds a stake, Foshan State-Owned Capital, and Pingtan Development. Guangdong Hec Technology Holding Co.,Ltd. held only a 30% stake, becoming the second-largest shareholder. At this point, Dongshu No.1's ownership was highly fragmented, resulting in a state of no actual controller.
Step Three: Listed Company Issues Shares for Control (February 2026 - present). Guangdong Hec Technology Holding Co.,Ltd. suspended trading and announced the acquisition of a 70% stake in Dongshu No.1 through a share issuance.
The sophistication of this "three-step" design lies in the fact that the first two steps—asset acquisition and ownership dispersion—are completed off the balance sheet, transforming the target asset from an asset of the "controlling shareholder" into an asset "jointly held by unrelated third parties." The third step involves the listed company making the acquisition, formally satisfying the conditions of "no change in control" and "not purchasing assets from the controlling shareholder," thereby circumventing the stringent review process for backdoor listings.
Guangdong Hec Technology Holding Co.,Ltd. explicitly stated: "Before and after this transaction, the actual controller of the listed company remains Zhang Yushuai. This transaction will not lead to a change in the listed company's control. There has been no change in the actual control of the listed company in the 36 months prior to this transaction. According to the relevant regulations of the 'Measures for the Administration of Major Asset Restructuring of Listed Companies,' this transaction does not constitute a backdoor listing."
From a legal formalistic perspective, this is flawless. However, from a commercial substance standpoint, numerous doubts arise.
Doubt One: A 180-Degree Turn in Strategic Intent. Just a few months prior, Guangdong Hec Technology Holding Co.,Ltd. described its involvement as a "minority stake investment"—citing reasons such as "safeguarding the listed company's cash flow, reducing the listed company's funding pressure," and "reserving more financing shares to introduce high-quality co-investors." Why has the stance completely reversed within just a few months?
Doubt Two: Dongshu No.1 currently has 19 shareholders with a dispersed ownership structure; Guangdong Hec Technology Holding Co.,Ltd. holds only 30%. Why would these institutions, having just acquired their shares, be willing to sell them so quickly? Will the selling price be significantly higher than their initial investment price? Does this imply that for Guangdong Hec Technology Holding Co.,Ltd. to gain control, it must pay a premium far exceeding its original 3.45 billion yuan contribution?
From June 3, 2025, to September 11, 2025, the stock price of Guangdong Hec Technology Holding Co.,Ltd. accumulated a staggering increase of 165.79%. During the same period, the sector rose only 27.52%, and the broader market increased by 15.77%. Compared to other bidders for Chaince Digital Holdings Inc., such as Runze Technology (+24.41%) and Youzu Interactive (-4.26%), Guangdong Hec Technology Holding Co.,Ltd.'s performance was far superior.
More intriguingly, prior to the official announcement, messages on the East Money stock forum repeatedly mentioned the successful acquisition of Chaince Digital Holdings Inc. by Guangdong Hec Technology Holding Co.,Ltd. Furthermore, an initial message posted on the official WeChat account of the Guangdong Hec Technology Holding Co.,Ltd. group mentioned that "this acquisition took several months," a phrase that was subsequently quietly deleted.
Regarding these doubts, Guangdong Hec Technology Holding Co.,Ltd. explained that "there was no leakage of insider information," attributing the stock price increase to a combination of factors including "earnings growth, controlling shareholder share purchases, and business expansion." However, the deletion of the phrase "the acquisition took several months" precisely indicates the company's awareness of the potential issues the timeline could expose—if the acquisition was initiated months ago, were insiders potentially positioning themselves during the period of sharp price increases?
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