Jiangsu Wanlin Modern Logistics Co., Ltd. (603117.SH) recently announced the termination of a share transfer agreement between its controlling shareholder, Surui Investment, and Huang Fei. The original agreement involved Surui transferring 12.95% of the company’s shares to Huang. This abrupt move follows another halted减持 plan by the controlling shareholders three months prior, raising market concerns over the company’s stability.
Since the change in实际控制人 in 2021, Wanlin Logistics has seen sharp declines in both revenue and profit. For the first three quarters of this year, the company reported another round of "dual declines" in revenue and net income. The downturn stems from setbacks across its core businesses: its once-key timber sales division was divested in 2023 after years of losses at its overseas subsidiary. Meanwhile, port operations and basic logistics face pressure from weak domestic demand and downstream challenges. Compounding these issues, the company’s trade agency business—once contributing over 20% of revenue—has nearly halted due to frozen bank credit lines, straining liquidity.
Adding to the turmoil, Wanlin is embroiled in a legal battle with its former controller, seeking RMB 140 million in damages over alleged historical bad debt mismanagement. An initial court ruling rejected the claim, but the company has appealed.
**1. Sudden Termination of Major Equity Transfer** On December 2, Wanlin disclosed that Surui Investment and Huang Fei mutually terminated their share transfer agreement signed in August, which would have transferred 12.95% of shares at RMB 4.941 per share (totaling RMB 383 million). No reasons were provided for the cancellation. Prior to this, Surui and its affiliates held 31.68% of Wanlin; the deal would have reduced their stake to 18.73%.
The collapse of this transfer—alongside a scrapped减持 plan announced weeks earlier—has intensified skepticism about the controlling shareholders’ financial motives and the firm’s outlook.
**2. Persistent Earnings Slump After Ownership Shift** 2021 marked a turning point when樊继波, through Surui and共青城铂瑞, became the new controller, pledging to integrate "big data" into logistics. Instead, performance deteriorated: annual revenue plunged from RMB 720 million in 2020 to RMB 295 million in 2024, with net profit margins shrinking from 9.53% to 7.58%. For Q1-Q3 2024, revenue fell 14.78% YoY, while net profit dropped 32.13%, as毛利率 nearly halved from 2020 levels.
**3. Legal Clash with Former Controller** Wanlin’s operational woes are exacerbated by legacy issues. After writing off RMB 800 million in bad debt (2021–2023), it lost banking support, crippling its trade agency business. Current cash reserves (RMB 31.76 million) fall short of short-term debt (RMB 35.21 million). In April 2024, the company sued ex-controller黄保忠, accusing him of negligence in debt recovery and risky client dealings. A court dismissed the suit, but Wanlin has appealed.
As legal and financial pressures mount, Wanlin Logistics confronts a multifaceted crisis with no clear resolution in sight.
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