Yangzijiang Shipbuilding (Holdings)

[valuebuddies]

By the way, an online source claimed that Cheng had never paid for the HTM interest since beginning, but this doesn't seems to be reflected in the cash flow statement. In accordance to the FRS, the interest income/expense should be adjusted in cash flow so as to reflect the actual amount received/paid. There were adjustment on interest expense(though the expense and the amount paid is same) but nothing to the htm interest or income. Is the company and the auditor trying to mislead shareholders or what? Anyone care to clarify?

[valuebuddies]

I have a bias view maybe I am still below 33, having a 33yo CFO is absolutely ok so long as he/she proves his/her capabilities. One should neither has gender discrimination nor age discrimination.

[CityFarmer]

I think in the GH case, Cheng and the former GH directors could be found liable but not Ren/YZJYZJ/Liyuan IMO. To YZJ, I think the losses would be the 340m loan to Cheng.

After reassessing the news, I think I might need to wait for a while before deciding to buy in any interests.What do worry me is whether all counterparties in the htm loans are "high credit quality" as claimed in the audit report (I wonder if the external auditor should assume some responsibility over this statement?). And also whether any chain effect from this news causes more write off to the htm.

[ not vested but watching ]

HTM loan are collateralized, so I doubt the loss is 340m. The impairment will be imposed, but the actual write-down is slim, IMO

I agree with your concern, thus larger MOS required.

(vested)

[valuebuddies]

GH shares already under suspension, got collateral also cannot sell

[CityFarmer]

I just finished my analysis of YZJ, and my conclusion is not to invest despite its 10% drop in share price. Besides my earlier post this morning (which was positive), I also discovered the following:
a. Since FY09, CAPEX gone up 8X whereas Owner's Earnings stayed stagnant at about 2.3B RMB

You are right. Most are non-maintenance capex, but for growth. The company is diversifying, and M&A seems a regular event.

b. Total borrowings shot up 81% in the last FY

Yes, the gearing increased quite a bit in FY2013, from single digit to double digit. IMO, it is a temporary. The observed strategy of the investment segment, is to shift from a pure lender, to investor. The HTM asset will be scaled down, and the debt will be reduced.

One more point to note. Once the new property subsidiary account consolidated, that might give a distorted view, since property company are highly leveraged

c. ROE has dropped from 28% in FY11 to 12.7% last year
Not sure if I made any mistakes, as I did it in a hurry this morning; but just to share my findings with value buddies in this forum, because I am grateful to have picked up a lot of gems from some of you who posted.

I am not sure on this point? IIRC, the ROA/ROE not as bad as you highlighted?

I am starting to act like the company IR officer. I will scale it down...

(vested)

[CityFarmer]

By the way, an online source claimed that Cheng had never paid for the HTM interest since beginning, but this doesn't seems to be reflected in the cash flow statement. In accordance to the FRS, the interest income/expense should be adjusted in cash flow so as to reflect the actual amount received/paid. There were adjustment on interest expense(though the expense and the amount paid is same) but nothing to the htm interest or income. Is the company and the auditor trying to mislead shareholders or what? Anyone care to clarify?

I don't know what is happening, but the loan is probably only 2-3% of total loan, and the adjustment might be easily "net-net" after the consolidation. It may be not visible from AR. You can send a query to IR, and let see what the response.

Sharing a view, not an answer

[CityFarmer]

GH shares already under suspension, got collateral also cannot sell

Collateral isn't immediate become useless after suspension, not even delisted, albeit will take longer time to recover the loan, IMO

[Ken123456]

Although not directly related to YZJ, this articles in some senses give some light as to what is happening ...

5月27日下午，*ST国恒大股东泰兴力元的高管李明（化名）告诉经济观察报，当时的董事长蔡文杰是成清波方面的人，当泰兴力元要彻查9亿元募集资金去向时，蔡文杰向*ST国恒举报泰兴力元涉嫌内幕交易。*ST国恒董事会据此认为泰兴力元现阶段不宜提出申请重整的议题。而*ST国恒如果不能及时重组，将面临退市风险。

　　9亿募集资金涉嫌被盗

　　除了债务危机，中技实业更大的危机还在后头。

　　5月27日，*ST国恒公告暴露三封秘密协议。三份协议分别为《股票回购协议》(2013年7月签署)、《股票回购协议之补充协议》(2013年12月签署)和《委托管理协议》(2013年12月签署)。

　　此前，*ST国恒坚称公司大股东是深圳市国恒实业发展有限公司，彭章才为实际控制人。

　　根据这三封秘密协议可知，成清波因欠债将1.8亿股*ST国恒股票过户至任元林控制的泰兴力元。泰兴力元大股东任元林同意成清波实际管理*ST国恒。此前市场猜测成清波通过中技实业为*ST国恒幕后控制人，如今一一印证。

　　
　　紧急灭火

　　面对诸多危局，成清波正在紧急灭火。“当我们第一时间发现*ST国恒9亿元募集资金不见时，我们采取了三个措施，一是要蔡文杰辞去董事长职位，不要成为重组的障碍。二是，我们提出要改组董事会。同时，我们也向监管部门汇报。”李明称。

　　5月14日，泰兴力元向*ST国恒发出函件，提请审议提名相关人员担任*ST国恒第九届董事会董事、第八届监事会监事的议案；审议关于向人民法院申请重整的议案。

　　李明说，“当我们提出要追查*ST国恒9亿元募集资金时，所有的形势都发生了变化，他们坚决反对改组董事会。”

　　5月22日，*ST国恒董事会审阅了泰兴力元的函件，5名董事一致认为泰兴力元现阶段不宜提名公司董事、监事，现阶段不宜提出申请重整的议题。甚至，不同意泰兴力元于2014年6月3日召开临时股东大会的提请。

　　*ST国恒做出决定的依据是，蔡文杰向*ST国恒移交新扬子造船有限公司、泰兴力元与相关方签署的《股票回购协议》、《股票回购协议之补充协议》、《委托管理协议》。公司董事会认为泰兴力元与相关方签署上述合同及其日后行为涉嫌违反相关法律法规。

　　蔡文杰为何有这三封秘密协议？

　　“我们根本就不是和蔡文杰签的，是和成清波签订的，我们当时都不认识蔡文杰。”李明说，“这是成清波给蔡文杰的资料，让蔡文杰拿出来。”“当时的内部协议我们早就有了，如果不签这个内部协议，成清波的股票根本划不过来。”李明说，“如果我们不对，我们承担责任。”

　　“但是重组是大股东应该做的事情。”李明称，董事会已否决了他提出申请重整的议题。时间非常紧迫，*ST国恒如果无法在2014年扭亏为盈，公司将被退市。

　　之前，所有的董事希望泰兴力元尽快重整*ST国恒。而现在所有的董事都反水。

　　“整个事情的导火线是9亿元募集资金消失引起的，所有经手过这个报表的人都有责任，包括会计事务所、证券服务机构都有责任。”李明说。

　　“如果公司重组，一定会追查9个亿的资金。”李明说，“如果公司不重组，一定会退市。而他们现在不让追查，包括现在的"董监高"。重组失败之后，公司退市了，证监会不再查下去，大家就没有责任了。”

　　如今，李明正寻找下一步出路，“我们走监事会的渠道，他们估计也会否决。我们再走股东大会的渠道，就要看深交所同不同意。如果不同意，那改组就没法进展。如果同意，那这件事情就可以查下去，查清楚。”

[specuvestor]

^^As per my post, that looks most likely

Looks like a poison letter by management of Tianjin Guohengto get him out before Board meeting?

As per my post 8 months ago, Mr Ren is a very savvy guy. That is why I am not surprised that he is involved in Trust Loans and YZJ is one of the first to have RMB dual currency stock traded in Singapore

However I was surprised that he is hardly affected by the Trust Loans implosion and the slow down in ship building business. This current debacle actually helps us understand what is YZJ financing... probably not coal or property construction related

If his ship building business is a farce, it is quite interesting he is able to pay out such dividends. Only other example I could think of is HK listed Huabao which till today is not even confirmed fraud... but I don't think YZJ raised a lot of equity in past few years nor chairman has been selling IIRC

IMHO I don't think it is a simple S-chip type of implosion, but a poison letter not dissimilar to another S-chip China Minzhong.

Ren Yuan Lin = Warren Buffett

If the statement is refer to the investment segment of YZJ, than it is definitely an over-statement, even I am confidence Mr. Ren is a wise and prudent businessman.

I've met the chairman 6 years ago when he was doing the RMB onshore/offshore interest rate arb thing because he holds so much cash. I was shocked at first but made me keen to follow how this will end

Very smart savvy guy... but I would discount prudence

[newborn1000]

As always I am on the hunt for bargains..........or am I the hunted lolx

On my watch list for now........