Bull IPO: family members hold 96% of the shares; the proprietress borrows 190 million yuan to buy goods from dealers

Bull IPO: family members hold 96% of the shares; the proprietress borrows 190 million yuan to buy goods from dealers
07:55, October 15, 2018 Sina Finance We Media Integration

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Source: Shen Tuo Zebra Consumption

 The socket business is getting bigger and bigger, and the family members who follow Ruan Liping and Ruan Xueping have also become beneficiaries. The socket business is getting bigger and bigger, and the family members who follow Ruan Liping and Ruan Xueping have also become beneficiaries.

The prospectus disclosed by Bull Group Co., Ltd. (hereinafter referred to as Bull Group) shows that members of the Ruan family hold 96.63% of the company's equity in total. Even after the listing, they are still the real owners of the company.

Through a small socket, many members of the Ruan family are also associated with the company. Hang Niu Hardware controlled by Pan Minfeng, the wife and brother of Ruan Liping, the company's actual controller, is the top five customers of the company; Pan Minfeng's spouse and Ruan Liping's niece held shares on behalf of the actual controller, and some relatives indirectly held shares of the company.

The most striking thing is that Ruan Liping's wife Pan Xiaofei has borrowed 190 million yuan to dealers in her own name, and which dealers she lent to has not been disclosed in the prospectus.

Bull Group has been established for 23 years and now accounts for half of the industry. Its dividend is also really heroic. From 2015 to 2017, the cash dividends were 500 million yuan, 585 million yuan and 2.255 billion yuan respectively, with a total of 3.34 billion yuan in three years.

According to the prospectus, Bull Group plans to raise 4.886 billion yuan this time, most of which will be used to expand production capacity.

 Family members hold more than 96% shares Family members hold more than 96% shares

   Frequent related transactions

Bull Group, which started as a switch socket and converter, is now a leader in the industry.

From 2015 to March 2018, the company's operating revenue was 4.459 billion yuan, 5.366 billion yuan, 7.24 billion yuan and 2.049 billion yuan respectively, and its net profit over the same period was 1 billion yuan, 1.407 billion yuan, 1.285 billion yuan and 321 million yuan respectively, with a net profit of more than 100 million yuan per month.

In this giant enterprise, the family atmosphere is very strong.

The prospectus shows that the company's actual controllers Ruan Liping and Ruan Xueping hold 95.876% of the company's equity in total, and their sisters Ruan Yaping, Ruan Xiaoping and Ruan Youping hold 0.754% of the company's equity in total through Ninghui Investment.

Most of the company's equity is held by family members. The actual controllers Ruan Liping and Ruan Xueping hold the same number of shares, respectively 47.938% of the company's equity directly and indirectly. The other three sisters hold 33.33% of the company's equity in Ninghui Investment.

Not only that, family members also provided convenience for the act of proxy holding of the actual controller. Ruan Liping's brother-in-law Pan Minfeng's spouse Xu Yirong and Ruan Liping's niece Cai Mengshu held 50% of the equity of Qiu Mei Trade for Ruan Liping and Ruan Xueping respectively; Ruan Yaping's daughter Yu Lan and Pan Minfeng hold 50% equity of Xingluo Trading respectively for Ruan Liping and Ruan Xueping.

The above two companies are mainly responsible for the company's raw material procurement. In August 2017, the equity of Qiu Mei Trading (now "Ningbo Gongniu Electrician") and Xingluo Trading held by the above connected persons has been transferred to the company, becoming a wholly-owned subsidiary of the company.

In addition, Pan Xiaoxia, Pan Xiaofei's sister, Cai Yingfeng, Pan Xiaoxia's spouse, Yu Zhongcan, Ruan Xueping's wife's sister's spouse, Zhu Chengning, Ruan Liping's son-in-law, Ruan Shuhong, Ruan Liping's daughter, and others indirectly hold shares of the company.

With the increasing scale of the enterprise, family members have frequent business contacts with the company. Among them, Liangniu Hardware and Hangniu Hardware jointly controlled by Pan Minfeng and his spouse Xu Yirong are the most prominent in frequent related transactions with the company.

From 2016 to January to March 2018, the company's sales to Hang Niu Hardware were 52030400 yuan, 73739400 yuan and 1885500 yuan, respectively. During the same period, Hang Niu Hardware ranked fifth, fourth and fifth among the top five customers of the company.

According to the distribution framework contract of Bull Group, from January 1 to December 31, 2018, Liangniu Hardware and Hangniu Hardware signed sales tasks of 77.76 million yuan and 40.4 million yuan respectively. The former was responsible for online sales, while the latter mainly sold in Hangzhou and some districts and counties under its jurisdiction.

 Which dealers can I lend 190 million yuan to? Which dealers can I lend 190 million yuan to?

Ruan Liping is one of the Company's actual controllers, and his wife Pan Xiaofei, as a related person, frequently intervenes in the Company's actual operation.

According to the prospectus, from 2015 to 2017, Pan Xiaofei repeatedly provided loans to Bull Group dealers in his own name, and the loan balances at the end of each period were 63.42 million yuan, 62.225 million yuan and 57.83 million yuan, respectively. As of the first quarter of 2018, Pan Xiaofei had borrowed 6.1945 million yuan from Bull Group dealers. The total amount of the above borrowings is about 190 million yuan.

During the same period, the balance of interest receivable was 2275800 yuan, 2175800 yuan, 2261700 yuan and 369500 yuan.

Bull Group explained that the reason for the loan was that Bull Group adopted the settlement method of "payment before delivery", and some dealers were unable to prepay for goods due to difficulties in capital turnover, which would affect business development. Pan Xiaofei, the wife of Ruan Liping, one of the company's actual controllers, provided loans to dealers, so that these dealers could maintain business continuity.

Pan Xiaofei's personal borrowing behavior was guaranteed by Bull Group and its subsidiary Ningbo Bull. From 2015 to 2017, the guaranteed amount was 61.42 million yuan, 54.525 million yuan and 49.53 million yuan respectively.

The prospectus disclosed that since 2017, Pan Xiaofei has gradually recovered his personal loans to dealers, and no new loans occurred in 2018.

Up to now, Hu Changjie, a dealer in Huanggang, has transferred a total debt of 439900 yuan of loan principal and interest to a new dealer in Huanggang due to the termination of cooperation with the company, and the related debt with Pan Xiaofei has not been settled yet.

Unfortunately, Bull Group did not disclose in the prospectus that Pan Xiaofei provided a personal loan list to dealers.

During the reporting period, the number of dealers of the company increased from 1869 in 2015 to 2179 from January to March 2018. However, from the perspective of frequent dealers and large amount of loans to buy up the company's goods, there may be a backlog of goods and an increase in turnover time at the dealer level.

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Editor in charge: Chen Jing

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