Col Global Co., Ltd.'s Massive Private Placement Terminated in Just 8 Days: Weak Core Business and A-Share Market Treated as Cash Machine?

Deep News10-09

Produced by Sina Finance Listed Company Research Institute, written by Xia Chong Studio. Core viewpoint: Why was Col Global Co., Ltd.'s 2.833 billion yuan private placement plan terminated just 8 days after being announced? On one hand, in terms of financing scale, the company's fundraising size is approximately ten times its net assets, yet the company's core business has been loss-making for years and net assets have continued to shrink significantly. Is the reasonableness of such a financing scale questionable? On the other hand, the company has raised a cumulative 3.2 billion yuan in equity financing but paid out only 34 million yuan in dividends, showing an imbalance between financing and shareholder returns.

Col Global Co., Ltd.'s 2.833 billion yuan private placement plan survived only 8 days before being terminated. On the evening of October 8, the company announced that, after comprehensively considering market environment and other factors, the board of directors decided to terminate the 2026 private placement of A-shares to specific targets and simultaneously cancel the October 26 extraordinary shareholders' meeting. Col Global Co., Ltd. had approved the private placement plan at a board meeting on September 30, intending to raise no more than 2.833 billion yuan from no more than 35 specific targets, investing in six major projects including digital copyright content upgrades, IP derivative development, AI large models, AIGC multimodal platforms, intelligent middle platforms, and working capital supplementation. Among these, 864 million yuan for digital copyright procurement and 400 million yuan for working capital supplementation were important expenditure items. From the plan to its termination, less than eight days passed. Why did Col Global Co., Ltd. abruptly terminate it?

Does the company's financing scale mismatch its fundamentals?

In terms of financing scale, the company's fundraising size is approximately ten times its net assets. The company planned to raise over 2.8 billion yuan, while its net assets at the end of the semi-annual report were only 263 million yuan, making the financing scale approximately 10 times its net assets. When calculating diluted immediate returns, the company assumed that net profit before and after non-recurring items would turn positive at 10 million yuan in 2026 and range from 20 million to 100 million yuan in 2027, while the company's net profit before and after non-recurring items was continuously negative in 2024 and 2025. Data shows that in 2024, net profit attributable to shareholders was -243 million yuan and non-recurring-adjusted net profit was -271 million yuan; in 2025, net profit attributable to shareholders was -671 million yuan and non-recurring-adjusted net profit was -637 million yuan; in the first half of 2026, net profit attributable to shareholders remained at -43 million yuan. In response, regulators required the company to explain in detail the basis and calculation process for the 2026-2027 profit assumptions in light of historical performance. Looking at the company's performance over the past decade, its fundamentals are extremely poor, with non-recurring-adjusted net profit in a loss-making state for most fiscal years, with the highest loss reaching nearly 2 billion yuan, while the highest profit did not exceed 50 million yuan. According to the relevant provisions of the CSRC's "Regulatory Arrangements for Balancing Primary and Secondary Markets and Optimizing IPO and Refinancing Supervision" and the Shenzhen Stock Exchange's "Answers to Reporters' Questions on Optimizing Refinancing Supervision Arrangements," the regulatory arrangements emphasize supporting the strong and limiting the weak, focusing on the reasonableness and necessity of raised funds. Specific measures include strictly restricting refinancing by listed companies with broken issue prices or broken net asset values, and strictly controlling the financing intervals for continuously loss-making enterprises. From the regulatory perspective, when it comes to refinancing, especially with prominent financing scales, regulators impose certain constraints on the fundamentals of relevant companies. We note that Col Global Co., Ltd. not only fails to make money from its core business but also has seen a significant shrinkage in net assets over the past decade. Wind data shows that the company's net assets were 2.538 billion yuan in 2026, but fell to only 263 million yuan in the first half of 2026, a substantial shrinkage. In fact, the A-share market has also seen cases of massive private placements by companies with extremely poor fundamentals falling through. In June 2022, Zotye Auto (rights protection) approved relevant proposals including the "Proposal on the Company's 2022 Non-Public Offering of A-Shares." Zotye Auto had the same problems as Col Global Co., Ltd.: first, the private placement scale was enormous. As of the end of the first quarter of 2023, Zotye Auto's net assets were 2.254 billion yuan, and the private placement amount was about 2.66 times the company's net assets; second, Zotye Auto's fundamentals were poor. From 2019 to 2022, Zotye Auto's net profit accumulated losses of 23.148 billion yuan over four years. On the evening of July 13, the company released its 2023 first-half performance forecast, expecting a net loss of 200 million to 300 million yuan for the first half, a year-on-year reduction in loss of 27.89% to an increase in loss of 8.16%. In March and May 2023, Zotye Auto received two review inquiry letters from the Shenzhen Stock Exchange. On the evening of July 12, 2023, Zotye Auto announced that the company decided to terminate the 6 billion yuan private placement. Zotye Auto stated that after comprehensively considering changes in the external market environment, the company's actual situation, and the controlling shareholder and actual controller's planning to change the company's actual controller and other factors, the company decided to terminate the private placement of shares to specific targets and withdraw the relevant application documents.

Does the massive financing smack of money-grabbing? Direct financing of 3.2 billion yuan with only 34 million yuan in dividends

On one hand, there is an imbalance between Col Global Co., Ltd.'s financing and shareholder returns. Since listing, Col Global Co., Ltd. has raised approximately 3.2 billion yuan in cumulative equity financing (204 million yuan from its 2015 IPO, 1.953 billion yuan from a 2016 private placement, and 1.023 billion yuan from a 2018 share issuance to purchase assets), while cumulative cash dividends were only approximately 34.2495 million yuan, with a dividend-to-fundraising ratio of about 1.06%. It should be noted that the company's cash dividends stopped in 2018, and no dividends were paid in 2024 and 2025 for two consecutive years. On the other hand, the company's fundraising projects appear to overlap with previously terminated fundraising projects. The company had launched a private placement plan in June 2023, intending to raise no more than 2.51 billion yuan for IP content resource upgrades, digital content intelligent upgrades, data middle platforms, and working capital supplementation and loan repayment, which was later terminated by a board resolution in August 2025. The Shenzhen Stock Exchange required the company to explain the specific differences between this fundraising and the previous application plan. In addition, among this fundraising, 479 million yuan was allocated for AI research and development investment, equivalent to approximately 6.6 times the company's total research and development expenses for the entire year of 2025. In response, regulators required the company to explain the differentiation from its existing "Xiaoyao AI" and "Cishen Miaobi" in terms of technical routes, application scenarios, and target customers, and to explain the calculation basis for the 479 million yuan investment (composition of personnel salaries, computing power, and data procurement) in light of the approximately 72 million yuan in total research and development expenses for the entire year of 2025. After the private placement announcement was issued, regulators immediately posed a series of soul-searching questions regarding the reasonableness of fundraising, fundraising projects, impact on financial indicators, termination of previous refinancing, and parallel Hong Kong IPO. It is worth noting that in the response to this inquiry, the company did not directly address the fundraising-related inquiries. Regarding questions one through three, the company replied as follows: After comprehensively considering current market impacts and other factors, and after full communication and prudent evaluation, the company's board of directors agreed to terminate the 2026 private placement of A-shares to specific targets. On October 8, 2026, the company held the 15th meeting of the sixth board of directors and approved the "Proposal on Terminating the 2026 Private Placement of A-Shares to Specific Targets," agreeing to terminate the 2026 private placement of A-shares to specific targets.

Shareholders and executives "team up" to reduce holdings and cash out

On September 11, 2025, the company announced that two major shareholders, Shenzhen Litong Industrial Investment Fund Co., Ltd. ("Shenzhen Litong") and Shanghai Yuewen Information Technology Co., Ltd. ("Shanghai Yuewen"), planned to reduce their holdings by no more than 14,570,002 shares through centralized bidding or block trades, accounting for no more than 2% of the company's total share capital. It should be noted that Shenzhen Litong is a company under Tencent, and Shanghai Yuewen belongs to Yuewen Group. Specifically, major shareholder Shenzhen Litong, holding 32,714,966 shares (4.49% of the company's total share capital), planned to reduce 7,285,001 shares (1% of the company's total share capital) through centralized bidding or block trades within three months after 15 trading days from the disclosure date of this announcement; major shareholder Shanghai Yuewen, holding 32,714,966 shares (4.49% of the company's total share capital), planned to reduce 7,285,001 shares (1% of the company's total share capital) through centralized bidding or block trades within three months after 15 trading days from the disclosure date of this announcement. The announcement further showed that the reduction period was from October 13, 2025 to January 12, 2026 (excluding periods when reduction is prohibited by relevant laws and regulations). The reduction price range was determined based on secondary market trading prices. As of the disclosure date of this announcement, Shenzhen Litong and Shanghai Yuewen had no outstanding commitments related to the shares to be reduced. It is worth noting that the company not only saw reductions by important shareholders but also by a group of executives. The company disclosed the "Announcement on Pre-Disclosure of Share Reduction Plans by Directors and Senior Management" on May 12, 2025. The above four directors and senior executives planned to reduce their holdings by no more than 877,094 shares (0.1204% of the company's total share capital) through centralized bidding within three months after 15 trading days from May 12, 2025 (no reduction during window periods). On August 28, 2025, Col Global Group Co., Ltd. released the "Announcement on Completion of Share Reduction Plans by Directors and Senior Management." The reduction plans of director Zhang Fan, director and executive vice president Xie Guangcai, chief operating officer Yang Ruizhi, and vice president, board secretary, and chief financial officer Wang Jingjing had been completed. The above executives cashed out approximately 25 million yuan in total, with board secretary Wang Jingjing cashing out the largest amount, exceeding 10 million yuan.

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