Zhuo Shengwei (300782. SZ), a leading listed company of Nuoan growth brand semiconductor managed by Cai Songsong, has attracted much attention from the industry. Some insiders believe that this move hides the liquidity risk. Therefore, today, Bian Xiao is here to sort out how Cai Songsong, the fund manager of online celebrities, handles the dilemma after placarding. Let's have a look!
Rare poster
Zhuo Shengwei14 announced in September that Nuoan Growth, a product of Nuoan Fund Company, increased its shareholding in the company by 5 19500 shares through centralized bidding on September 8. After this equity change, the company's Nuoan Fund holds 26,724,38+0,000 shares, accounting for 5.0065% of the company's total share capital.
According to the regulations, when investors hold 5% of the issued shares of a listed company, they need to make an announcement, which is commonly known as "placarding" in the industry. Cai Songsong described himself as the "sharpest spear", and this placard also attracted great attention in the industry. On the one hand, there are rare placards in Public Offering of Fund. On the other hand, the market is quite controversial about possible risks, among which the most controversial topic is the liquidity risk of funds.
Zhuoshengwei belongs to the semiconductor industry, mainly providing RF front-end discrete devices and various module products such as RF switches, RF low-noise amplifiers, RF filters and RF power amplifiers to the market. At the same time, the company also provides low-power Bluetooth microcontroller chips.
2065438+June 2009, Zhuo Shengwei was listed on the Growth Enterprise Market. Thanks to the multiple concepts of Beidou navigation, domestic chips, Huawei and Xiaomi, Zhuo Shengwei has gained more than 50 times since its listing (before the resumption of power) and has become one of the big bull stocks in A shares.
However, after 20021hit a record high at the end of June, Zhuo Shengwei's share price began to decline all the way. Compared with the highest price, its share price has fallen by 70%. While Zhuo Shengwei executives reduced their holdings of the stock, Cai Songsong's Nuoan Growth Fund continued to add positions until it touched the placard.
"I can't sell it within six months after the placard. Once the market plummets or redeems on a large scale, the fund will have liquidity risk. " This statement appeared in many reports after Cai Songsong's placard.
Zhuo Shengwei's "Simplified Statement of Changes in Equity" stated that in the next 12 months, Nuoan Fund does not rule out the possibility of increasing or decreasing the shares of listed companies according to its actual situation.
Does liquidity risk really exist?
According to the provisions of Article 44 of the Securities Law, shareholders, directors, supervisors and senior managers of listed companies and companies whose shares are traded on other national stock exchanges approved by the State Council hold more than 5% of the shares, and if they sell their shares or other securities with equity nature within six months after buying them, or buy them again within six months after selling them, the proceeds shall be owned by the company, and the board of directors of the company shall recover their proceeds.
As can be seen from the above provisions, shareholders holding more than 5% of the company's shares have an indirect sales restriction period of six months after buying the shares. If it is sold, the proceeds will go to the company.
Nuoan growth's heavy position on Zhuo Shengwei began on 20 19. With the growing size of the fund, Cai Songsong is also constantly buying the stock. What restrictions will be imposed on Public Offering of Fund's placard after repeated subscription?
"If a single account holds 5% of the shares, you need to abide by the short-term trading rules. The starting point of short-term trading starts from the last purchase. " A lawyer who studies China's mainland capital market told Caijing reporter.
The rules of this algorithm can be traced back to 2007. The CSRC issued the Notice on the Management Rules for Directors, Supervisors and Senior Managers of Listed Companies Holding Shares of the Company and Their Changes, which strictly stipulated the algorithms of "buying" and "selling".
Rule 12 stipulates that "selling within six months after buying" means selling within six months when buying for the last time; "Buy within six months after selling" means buying within six months after the last sale.
"The main purpose of this rule is to restrict the internal transactions of the company's directors, supervisors, senior executives and major shareholders. Whether they know inside information or not, and whether they use inside information or not, all the trading proceeds within six months will be owned by the company. This article uses indirect methods to confiscate the short-term trading profits of the above-mentioned personnel, mainly because the cost of finding inside information is too high. " Some people in the legal profession said that regulators can also give warnings and fines.
In other words, if Cai Songsong wants to sell Zhuo Shengwei's stock within six months after the placard, it will be regarded as violating the short-term trading regulations, and the proceeds will be owned by Zhuo Shengwei.
difficult position
Combined with the interpretation of regulatory laws and regulations and relevant legal professionals, what impact may Nuoan growth brand Zhuoshengwei have?
According to the relevant rules of public offering of funds, the proportion of individual stocks held by a single public offering fund shall not exceed 65,438+00% of the fund assets, commonly known as the "Double Ten" rule. In the semi-annual report, Zhuo Shengwei accounted for nearly 65,438+00% of the growth of Nuoan. Coupled with the recent continuous increase in holdings, it is conceivable that the allocation of Zhuo Shengwei by Nuoan Growth will remain near the top grid line.
Position ratio = market value of shares held/net asset value of the fund. Among them, the net asset value of the fund is affected by two aspects, one is the purchase and redemption of investors, and the other is the change of the market value of the assets held. Considering that the growth of Nuoan is mainly in the semiconductor industry, the income from holding assets can be simplified as the average income of the semiconductor sector.
In the case that the fund does not sell shares, the situation that may exceed the line includes: (1) Zhuo Shengwei's share price rises faster than the fund's asset growth rate (growth includes the overall rise of the semiconductor sector and the net subscription of the fund). (2) Zhuo Shengwei's share price fell less quickly than the fund assets (shrinkage includes the overall decline of the semiconductor sector and the net redemption of the fund).
That is to say, when there is a large-scale net redemption of the fund, when the stock price rises more than the average income of the sector or the stock price falls less than the sector, it may lead to the passive exceeding of the fund position.
As of June 30th, the growth scale of Nuoan reached 26.6 billion yuan. As a "network celebrity" fund that frequently gets on the hot search list, it faces a large number of subscriptions and redemptions every day. At present, the market volatility is intensifying, and the possibility of passive overtaking is not small. If the fund chooses to sell, it will face violation of short-term trading rules, confiscation of profits, fines and so on.
However, in the past three years, Cai Songsong's heavy position in Zhuo Shengwei has been accompanied by the ups and downs of the stock price, which has fallen all the way from the high point in April 20021year, and has returned more than 70%. If Cai Songsong has to sell Zhuo Shengwei passively in the next six months, it is hard to say whether there will be "benefits" for listed companies.
In the Brief Report on Changes in Equity issued by Zhuo Shengwei, it was written that the purpose of Nuoan Growth's increase in Zhuo Shengwei's shares was to "invest in equity, gain the value-added income of shares, and create income for the fund holders of the Company.
However, Cai Songsong's placard Zhuo Shengwei put the fund in a "dilemma" situation.
"On the one hand, the increase in holdings is for the sake of stock appreciation. On the other hand, if you don't want to cause trouble after the placard, the stock price performance can't be too good, otherwise it may exceed the red line of 10% or the income will be confiscated. " A fund researcher expressed doubts about this. "What is the purpose of Cai Songsong's placard?"
"It's not impossible to kill two birds with one stone." The aforementioned fund researcher said that when the red line of 10% is exceeded, Nuoan Fund can also expand the fund scale by purchasing its own funds and increasing marketing efforts.
Why did Cai Songsong sign Zhuo Shengwei? How to deal with possible liquidity problems? Caijing reporter interviewed Nuoan Fund on this matter, and the company said it was inconvenient to respond.