The Stock Exchange maintains the suspension of trading in Western Securities International. The potential takeover party has sent personnel to enter the market.



Securities Times reporter Tan Chudan

Yesterday morning,时事热点 Xizheng International Securities, a subsidiary of Southwest Securities, received a review hearing decision from the Hong Kong Stock Exchange, and the Listing Committee of the Stock Exchange maintained the decision to suspend its share trading.

According to the announcement, Xizheng International Securities still has the right to review, which needs to be submitted before December 7. In this regard, Southwest Securities said that Xizheng International Securities is reviewing the decision of the Listing Committee of the Stock Exchange and discussing with professional consultants. Some brokers analyzed with the Securities Times reporter that it is expected that Xizheng International Securities will continue to apply for review.

In terms of stock price, the Securities Times reporter noted that although the Stock Exchange decided to suspend stock trading for the first time in mid-September, causing the company's share price to drop to HK$ 0.01, the company's share price has rebounded since October, and the current share price is HK$ 0.022.

Maintain suspended trading

According to the announcement made by Xizheng International Securities yesterday, the Listing Committee of the Stock Exchange held that Xizheng International Securities failed to maintain sufficient operation and asset level as stipulated in the Listing Rules of the Stock Exchange to ensure the continued listing of its shares, and decided to maintain the suspension of its share trading. There are three main reasons for the listing Committee to make the above decision:

First, the corporate financing business of Xizheng International Securities has no specific plan to resume the sponsor business of initial public offering before the market conditions improve; The revenue generated by the bond capital market business by the end of last year is far below the forecast, and whether the future revenue of the business and the bond capital market projects are carried out as planned is affected by market uncertainties; Financial advisory business only generates very little income, and it is considered that it can't greatly improve corporate financing business.

Second, the asset management business lacks the specific details of the business recovery plan, and the successful recovery depends to a great extent on whether the potential transaction can be realized and completed; The investment consulting business only generates very little income, and the predicted income is not confirmed, and the listing Committee thinks it is not credible; The plan for the development of external asset management business is unproven, in the initial stage, and the plan is general, and the listing Committee thinks it is not credible.

Third, although the Listing Committee has noticed that Xizheng International Securities seeks to develop corporate financing business and resume asset management business according to the business plan of potential individual buyers to ensure that it meets the relevant provisions of the listing rules. However, the Listing Committee also stressed that the expiration date of the exclusive period of potential transactions has been extended several times, and as of the date of the review hearing, the contracting parties have not reached a final agreement. It is uncertain whether and when the change of control right of Xizheng International Securities will be realized. Even if it will be completed, it is still unclear whether the enterprise financing business and asset management business will be realized as planned, or not at all.

You can still apply for review.

It is understood that in mid-September this year, the Stock Exchange planned to suspend the stock trading of Xizheng International Securities, and the brokerage company soon filed an application for review. The Stock Exchange held a review hearing on November 7, and later made the above decision.

Although the decision of the Listing Committee remains unchanged, Xizheng International Securities still has the opportunity to review. According to yesterday's announcement, Xizheng International Securities has the right to submit the decision to the Listing Review Committee of the Stock Exchange for review within 7 business days.

Southwest Securities said that Xizheng International Securities is reviewing the decision of the Listing Committee of the Stock Exchange and is discussing with professional consultants. It is reported that Xizheng International Securities is a holding subsidiary of Xizheng International Investment Co., Ltd. (referred to as Xizheng International Investment), and Xizheng International Investment is a wholly-owned subsidiary of Southwest Securities.

Southwest Securities also said that the current operation of Southwest Securities is normal and its financial situation is stable. Xizheng International Securities has a small business scale, accounting for a small proportion of the company as a whole, and the above matters will not have a significant impact on the company's daily business activities.

Potential buyer

Sent as a senior staff member.

At present, Southwest Securities is looking for a buyer to take over Western Securities. According to public information, Xizheng International Investment entered into a memorandum of understanding with potential buyers at the end of 2022, and the potential buyers intend to purchase all the shares of Xizheng International Securities held by Xizheng International Investment.

On September 22nd, Xizheng International Investment has signed the second supplementary memorandum of understanding with potential individual buyers and potential buyers, and both parties intend to further extend the end date of the exclusive period to December 30th, 2023. At the same time, the potential individual buyer shall pay an additional earnest money of HK$ 10 million to Xizheng International Investment within 5 business days after signing the above supplementary memorandum of understanding.

In late October, Xizheng International Securities further stated that since the beginning of the offer period, potential individual buyers have nominated personal representatives through potential buyers to join and expand the business operations of licensed corporations (namely Xizheng Financing and Xizheng Asset Management) as senior staff, licensed representatives and other employees, to show their commitment to promoting potential transactions. In order to establish a framework to regulate the allocation of costs and expenses arising from the business operation of licensed corporations and the profits generated, the two parties entered into an agreement on the allocation of business expenses.

In the view of the board of directors of Xizheng International Securities, the business expense sharing agreement is a strategic move, which is very important for bringing new business opportunities and improving the business operation of the group. The integration of nominated representatives is expected to provide a new perspective and creative solutions, thus strengthening the market share and operational agility of the Group. In addition, the business expense sharing agreement highlights the trust and commitment among the company, potential buyers and potential individual buyers, and creates a cooperative environment. The Board of Directors is full of confidence that this partnership will pave the way for closer and more synergistic cooperation, and ultimately benefit the company and shareholders as a whole.

As of November 24th, Xizheng International Investment is discussing and negotiating with potential individual buyers about potential transactions, and is conducting due diligence on potential transactions and discussing their commercial terms. Xizheng International Investment and potential individual buyers have not entered into any formal or legally binding agreement on potential transactions.

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