Cinda, the "coal boss", reduced its coal assets in Shanxi.

Is Cinda, the "coal boss", the best time to reduce Shanxi's coal assets?

Recently, Yangquan Coal Industry and Yangmei Coal Industry announced that on July 4, they received a notice of change in the shareholding structure of Yangquan Coal Industry (Group) Co., Ltd., the controlling shareholder. Specifically, China Cinda Asset Management Co., Ltd. (hereinafter referred to as "Cinda Assets") transferred its 5.75% equity of Yangmei Group to Shanxi State-owned Capital Investment and Operation Co., Ltd. (hereinafter referred to as "Shanxi Guotou").

This is in response to the Notice of China Xinda Asset Management Co., Ltd. on the Acquisition of Part of the Equity of Yangmei Group (Jinguo Assets Property Right Letter [2017] No.830). In this adjustment, Shanxi State-owned Assets will strengthen its absolute holding of Yangmei Group, and its equity will increase from 54.03% to 59.78%. The proportion of Cinda's assets was adjusted from 40.42% to 34.67%.

Since signing the debt-to-equity swap agreement with the six major coal enterprises in Shanxi in 2005, Cinda Assets has become the largest coal boss in Shanxi Province except SASAC, with a total investment accounting for about 40% of the six major coal enterprises.

Cinda Assets, as the second largest shareholder, has no real participation in the investment decision-making and internal management of coal enterprises, and its role is limited, so the idea of improving the internal governance of coal enterprises through debt-to-equity swap has also failed.

Unable to effectively participate in the decision-making of coal enterprises, and unable to realize shareholders' dividends due to the group's losses, and financial institutions' participation in debt-to-equity swap will eventually achieve the purpose of equity withdrawal, how to find the right time to withdraw from Shanxi coal assets has become a major legacy problem that Cinda Assets needs to solve.

In public reports, it has been reported many times that Cinda Assets will withdraw from Yangmei Group. It was not until the announcement of two A-share listed companies under Yangmei Group that we saw the substantial dynamic of Cinda assets. Although the share of reduction is not large, how to make progress in the future is still worthy of attention.

On how to deal with the debt-to-equity swap of Shanxi coal, Cinda once established a big principle, replacing coal assets with high-quality assets with liquidity and dividend-paying ability when the coal market is good.

At the same time, Cinda Securities' views in the coal industry report released in June 5438+February last year also confirmed the timing of this reduction. "Investment opportunities in the coal industry in 20 18 years will be historic, decisive and holistic, regardless of varieties."

However, in the above announcement, it was not announced what assets Shaanxi SDIC would take as the consideration. Theoretically speaking, the probability of cash consideration is low, because it conflicts with the demand of local enterprises to reduce high leverage through "debt-to-equity swap" And at present, the debt ratio of Yangmei Group has not been substantially reversed.

"Hospital" was Cinda's favorite asset. According to public reports, Cinda Assets has started the shareholding system reform with the hospital of Datong Coal Group, another major coal enterprise in Shanxi, and the medical institutions of Yangmei are also docking with social capital.

In the thirteen years since entering Shanxi, Cinda Assets has been in a dilemma. Although it has never had the management right of "coal boss", it has almost witnessed the rise and fall of Shanxi coal industry since this century. This is related to the strong periodicity of the coal industry itself, and is also inseparable from a series of actions such as the wave of industry integration led by the government, the decentralization of thermal power approval, capacity reduction, and supply-side reform.

Nowadays, returning to the strange circle of "ensuring supply", how to re-recognize and evaluate the value of coal is causing many new thoughts. As a financial institution, Cinda Assets may consider further reducing its holdings in this round of coal rising cycle in exchange for high-quality assets other than coal. But for Shanxi coal industry, the above thinking is unavoidable.

Cinda witnessed the coal cycle.

Cinda Asset Group was established on April 20th, 1999 in response to the 1997 Asian financial crisis. It is also the first asset management company in China to pilot related businesses.

The central government's early adjustment of the policy of "changing appropriation to loan" led to the soaring asset-liability ratio of many state-owned enterprises. Through the implementation of "debt-to-equity swap", the creditor's rights of banks to enterprises can be converted into the equity of asset management companies to enterprises.

Basic industries with strong periodicity such as coal, steel and metallurgy are the first choice for asset management companies. Moreover, at that time, debt-to-equity swaps belonged to the category of "policy-oriented" debt-to-equity swaps, and the government was very dominant. How to make heavy industrial enterprises that undertake employment and economic output "too big to fail" is the most urgent demand of local governments.

The Shanxi provincial government, which is closely related to the rise and fall of the coal industry, is also quite active in promoting the debt-to-equity swap of state-owned coal enterprises.

Yangmei Group implemented a debt-to-equity swap of 3.407 billion yuan with the approval of the then Economic and Trade Commission from June 5438 to February 2000. However, it took five years to finally establish a joint venture between coal enterprises and asset management companies and determine the corresponding equity. It was not until June 5438+February 2005 that the debt-to-equity swap signing ceremony of six coal enterprises, including Yangmei Group, was officially held.

In addition to Yangmei Group, the other five coal mining groups are Datong Coal Mine, Xishan Coal and Electricity, Jincheng Anthracite Mining, Fenxi Mining and Huozhou Coal and Electricity. At that time, the official data was that the total coal output of six companies accounted for 32% of Shanxi Province and 7.9% of the whole country.

Financial institutions participating in Shanxi coal debt-to-equity swap with Cinda include China Orient Asset Management Corporation, China Huarong Asset Management Corporation, Development Bank and China Construction Bank.

Among the above financial institutions, Cinda Investment16.886 billion yuan, accounting for 85.6% of the total investment of several major financial institutions. Shanxi State-owned Assets Supervision and Administration Commission invested 24.988 billion yuan, and Cinda was equivalent to 44. 1 1% of the total debt-to-equity swap. Judging from Cinda's share in several major coal groups, most of them are around 40%. As a result, Xinda has also become the second largest "coal boss" in Shanxi Province.

Among them, Yangmei Group consists of Shanxi State-owned Assets Supervision and Administration Commission, China Cinda Asset Management Corporation and China Construction Bank. Cinda accounts for 40.42%, and Shaanxi SASAC accounts for 54.03%. The Shanxi provincial government hopes that this debt-to-equity swap is for the "healthy and sustainable development of the coal industry".

However, Zhu Deren, then vice president of China Coal Industry Association, expressed his concern in an interview with the media in 2005. "Because the coal industry is very different from the financial industry, it remains to be seen how many truly valuable suggestions banks can have in the management of coal enterprises."

What happened later also verified Zhu Deren's judgment. Although it is a "coal boss", Cinda Assets has no actual management right over Shanxi's coal assets and can only be a financial investor. Even so, Cinda Assets failed to get the actual dividend from Yangmei Group because the asset management did not improve.

This is also a question that is often questioned in the last round of debt-to-equity swap, that is, shareholders cannot play their role in corporate governance. Considering the asset dispute between the central and local governments, the withdrawal mechanism of debt-to-equity swap is also a major topic in the financial sector.

Zhou Xiaochuan once mentioned in a speech at 1999 that debt-to-equity swap has great uncertainty, that is, successful restructuring may make the recovery significantly higher than expected, and unsuccessful restructuring may lead to bankruptcy liquidation again or even less recovery. Debt-to-equity swap is labor-intensive for creditors, and it takes more effort to make the restructuring effective.

Nearly ten years later, in 2008, the global economic crisis came with a larger scope and stronger intensity. In 2008, there was also a wave of coal industry reorganization, which was related to the social regulation dilemma that occurred constantly in mine disasters at that time. This integration policy aims to improve the "industrial concentration" and change the pattern of "more, smaller, scattered and chaotic" so as to reduce the probability of coal mine accidents as much as possible.

Shanxi became the first province in China to start the merger and reorganization of coal industry. For a time, the number of enterprises in Shanxi coal industry has decreased from more than 2,200 to more than 130, and the original five coal groups in Shanxi Province have also become today's seven coal giants.

With the merger or closure of small coal mines, there is also private capital behind it, which brings financial pressure for Shanxi state-owned coal enterprises to try coal mine transformation and capacity expansion in the later stage.

The period of 2008-20 12 coincides with the rising cycle of coal. Looking back, it has entered the end of the coal "golden decade". After several major state-owned coal groups in Shanxi absorbed a large number of small and medium-sized coal mines under the leadership of the government, their burdens climbed along the rising channel, further increasing the credit scale and capital expenditure.

The risk is getting closer and closer. 20 14 thermal power approval authority was decentralized, which later led to overcapacity in coal supply. At the same time, at the end of 20 14, the China delegation signed the Paris Agreement and made a commitment to reduce emissions, and the "Clean Energy Plan" followed.

Due to the transformation tasks of many small coal mines in the early stage, Shanxi's state-owned coal enterprises are facing enormous pressure of capital expansion and bank credit is tightening. In 20 15, the total liabilities of the seven major coal enterprises in Shanxi exceeded10.2 trillion yuan, which was equivalent to the GDP output value of Shanxi province in that year, and once attracted the attention of many media on the high leverage of Shanxi state-owned enterprises.

20 15-20 16, Shanxi coal industry ushered in the most difficult moment and entered the supply-side reform cycle. At this point, the effect of the first round of debt-to-equity swap trying to reduce the debt ratio of Shanxi coal enterprises has disappeared. The corporate governance of Shanxi coal enterprises has not been substantially improved, but has entered another stage of high leverage.

At this time, Cinda has been in Shanxi for more than ten years, but the withdrawal of debt-to-equity swaps has always been "stuck". If you want to quit, as an equity investor, you need to wait for the opportunity. Whether it is the positioning of asset management companies or bonds based on equity relations, Cinda continues to supply Shanxi coal industry in difficult times.

During this period, the news about whether the seven major coal enterprises will be integrated is endless. However, the complementary reorganization of coal enterprises in Shanxi is not the same as that of Shenhua and Guodian. Shenhua itself has a strong risk hedging ability because it spans industries such as resources, power plants, ports and railways. Also known as the "aircraft carrier" in the energy field, it is a high-quality asset that has long been favored in the investment field.

But if Shanxi coal enterprises with high homogeneity are reorganized, can they really realize the integration of effective assets? Or can it only be bigger but not stronger? So as to become "too big to fail" waiting for the local government to shoot? Need to put a heavy question mark. This is not only related to the actual demand of macro-economy for structural deleveraging of non-financial enterprises, but also the question of whether Shanxi coal industry can save itself under the background of "clean energy plan".

"The essence of debt-to-equity swap is to change the corporate governance structure within the enterprise." Zhou Xiaochuan mentioned in his speech 1999 that "debt-to-equity swap as a prescription can cure diseases, but it is not a cure for all diseases; Therefore, it cannot be used, but it cannot be abused. "

Whether 1997- 1998 debt-to-equity swap initiated for the first time under the Asian financial crisis, or the economic recession in Europe and America and the wave of coal restructuring in 2008, it is an important watershed for the coal industry as the basic sector of the macro-economy. Now is the year of "every eighth", and the new curtain of debt-to-equity swap has been opened. What will the coal industry encounter next?

When you open the website of SASAC in Shaanxi, you can feel the determination to reform. In addition to determination, it is more important to make large coal groups truly have the ability to resist risks and make scientific judgments on the value orientation and business decisions of the industry.