Kunming Machine Tool (12.82, suspended, buy) once sparked market excitement after its major shareholder transferred equity to Ziguang Zhuoyuan Equity Investment Co., Ltd., and the company planned a private placement involving Tsinghua Holdings Investment Management (Beijing) Co., Ltd. (referred to as "Enlightenment" and "King Service"). The move briefly lifted the stock, with its value doubling. However, today's announcement came as a surprise—both the equity transfer and the private placement have been terminated, and the company warned of potential delisting risks.
According to the latest statement, the equity transfer agreement was not officially signed due to the failure to meet the conditions set by the State-owned Assets Supervision and Administration Commission of the State Council. On February 8, 2016, the approval process was completed, but the agreement never took effect. On February 15, the company received notice from Shenyang Machine Tool Group (16.46 +8.22%, buy), the controlling shareholder, and Ziguang Zhuoyuan that the agreement would be automatically terminated, ending the project without further delays. As a result, the non-public offering plan proposed by Ziguang Zhuoyuan was also canceled, and Qidi Kefu confirmed it would no longer subscribe to the shares.
Looking back, Kunming Machine Tool announced on October 9, 2015, that its largest shareholder, Shenji Group, intended to transfer 25.08% of its shares through public bidding. By November 11, the company confirmed that the buyer was Ziguang Zhuoyuan. The two parties signed the Share Transfer Agreement on November 10 at a price of 6.78 yuan per share, totaling 903 million yuan. Shortly after, the company disclosed plans for a capital increase, aiming to issue 74.425 million shares to Qidi Kefu and Shenzhen Wanan Xingye Industrial Development Co., Ltd. at 9.44 yuan per share, raising up to 700 million yuan for debt repayment and working capital.
In addition, the company received regulatory letters from both the Yunnan Securities Regulatory Bureau and the Shanghai Stock Exchange regarding the equity transfer and the non-public issuance. The company explained that the delay in finalizing the agreement was due to Shenji Group and Ziguang Zhuoyuan, who signed the contract on November 10, 2015. The agreement stipulated that it would become effective within three months; otherwise, it would automatically terminate without liability. Despite receiving the final version of the agreement on the same day, the company failed to review and release the announcement promptly. No further clarification or supplementary statements were issued afterward.
The company admitted that the risk warnings provided were insufficient, believing the process was proceeding smoothly. It only mentioned the uncertainty of the state-owned asset approval and the risk of performance decline. However, it wasn't until February 4, 2016, that the deadline passed, and the transaction party could no longer extend the timeline.
Regarding the possibility of delisting, the company stated it would take active measures, such as introducing high-quality assets and improving operational performance, to stabilize the situation.
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