There are many ways to play ticket pledge, but in the final analysis it is just a financing method. The tricks are mainly reflected in the financing motivation and investment direction, which are really ever-changing.
1. Stock pledge to realize backdoor listing on GEM
The trick of stock pledge here is that the pledge is not for money at all, but to complete the conversion of ownership.
A very cool case I have seen, the target is a certain GEM stock (premise: GEM currently prohibits backdoor listing), they actually relied on stock pledge to backdoor listing. The general process is as follows:
1. Major shareholders pledge most of their stocks (enough to change the actual controller, which can be realized in batches) to an asset management company (this asset management company) in the form of over-the-counter pledge In fact, it is a wholly-owned subsidiary of the backdoor entity), and all agreements signed must be notarized. (These are all very important foreshadowings)
2. The major shareholder took the money (actually the cost of backdoor payment to the major shareholder) and played happily, and it was not paid when it expired. Got money.
3. The asset management company sued the court with a notarized agreement: According to the agreement, if the investor cannot repay within x period, the pledged property will belong to us to ensure the safety of the funds. After a court hearing, it was confirmed that the major shareholder was unable to repay the debt. Both parties agreed to repay the debt in this way and would not pursue other liabilities after repayment. After the court pronounced its verdict, the asset management company went to the registration and clearing agency to transfer the equity and make an announcement.
4. The above steps are all judicial procedures. The purpose of transferring equity is to ensure the safety of the lender’s assets. The China Securities Regulatory Commission cannot control the court’s execution. Therefore, at this point, it is achieved through stock pledge in a very clever way. Conversion of Stock Ownership.
5. The internal and external conflicts are almost over. Let’s start pretending. Technology, assets, and personnel are all in one word: pretending. The banner was changed and a new company was established.
2. Stock pledge to achieve leveraged financing
Stock pledge combined with fixed placement, or other means to achieve high leverage financing. I won’t give any examples, there are examples all over the street.
The method is to use double pledge (this term does not exist in the industry, Erdan made it up himself), pledge the assets purchased by issuing stocks, and then pledge the newly issued stocks to achieve high-leverage financing.
1. A listed company issued an announcement to issue 100 million shares. The average price of the previous 20 days was 10 yuan as the issuance price. It raised 1 billion yuan and acquired 200 Erdan brand tractors, including allotment to major shareholders. 08 million shares.
2. The major shareholder used 800 million to pay the raised funds and obtained shares with a market value of 800 million at that time. The listed company obtained 1 billion tractor assets.
3. Major shareholders can pledge the stocks locked in the fixed increase, and can raise 400 million yuan at a 50% discount. The listed company pledged the tractor assets to Erdan Asset Management Company, and could raise 500 million yuan at a 50% discount.
4. This money can continue to be invested. If we assume that the major shareholders and the listed company are basically a group of people, then it is equivalent to using 1 billion yuan to buy 1 billion assets and then immediately raise 900 million yuan. In fact, only 100 million yuan was used in exchange for 1 billion assets. The leverage was increased to 10 times, and the 900 million capital could continue.
3. Stock pledge assists in completing private placement, reorganization, backdoor, asset acquisition, etc.
There are many such major matters that require large amounts of funds to be realized, and many shareholders are temporarily unable to obtain them. Pay so much money. However, if you use bridge funds to obtain stocks first, and then pledge the stocks back to the bridge, you will obtain a large amount of stock assets, and the cost is only the annual interest.
Because there are various cases, I just picked one at random:
1. Erdan Company is preparing to go public through a backdoor listing, and the plan has been approved: it needs to invest 700 million yuan to make up for the price difference and the backdoor listing. For related expenses, an additional 300 million yuan will be paid to the listed company to supplement working capital and ensure performance. But you can get stocks with a market value of 3 billion.
2. Erdan Company did not have so much money, so it told Sandan Securities: Once I obtain the stock, I will pledge 1 billion at a 30% discount.
3. After the negotiation was completed, Erdan Company found a bridge fund of 1 billion, paid the payment and obtained stocks with a market value of 3 billion. Then the stocks were entrusted to Sandan Securities, and they immediately pledged 1 billion in financing and returned the bridge funds. In the future, you can get 3 billion worth of stocks by repaying 100 million every year.
Projects such as private placement, reorganization, and backdoor listing require shareholders to pay a large amount of funds. Only by paying sufficient funds can you obtain these stocks. Once you obtain the stocks, you can use the stocks to pledge for financing. . Only by giving money can you have stocks, and only by having stocks can you have money. And the order cannot be reversed. Therefore, by pledging stocks and crossing the bridge, you can win big with a small amount, and you can get stocks even if you have no money.
In reality, many shareholders are not in a hurry to pay after the plan is approved.
1. Go to a financial institution and make sure that once I pay the funds to obtain the stocks (bridging funds), you must apply for a stock pledge loan for me in the shortest possible time.
2. Then I will find Guoqiao to determine how much money and when to prepare the position for me.
3. All parties involved must prepare the funds before executing asset delivery and stock transfer. After obtaining the stocks, the shareholders found a securities firm to pledge the stocks as quickly as possible and returned the money to the bridge fund.
In actual situations, the follow-up work is done first before asset delivery.
4. Rolling repayment of stock pledges
If you find someone to make the next payment every time the stock pledge expires, it is equivalent to you having been occupying a large amount of time at a certain cost for a long time. A sum of funds!
Examples:
1. There is a stock market value of 1 billion, and a one-year 40% off stock pledge was made, with an annual interest of 8%.
2. In this way, 400 million yuan can be raised at an annual cost of 32 million yuan, with a leverage ratio of 12.5 times.
3. After expiration, I changed to another company and continued to do pledge financing. This is equivalent to you always doing 12.5 things with a cost of 1 yuan. This standardized business cost is very reasonable.
5. Stock pledge to achieve lock-in period financing
Shareholders cannot sell the stocks they have obtained through fixed placement, reorganization, etc. Stock pledge has become a way to obtain funds in advance. Examples:
1. Erdan is a well-known venture capital investor. He invested in Dadan Games in the early stage and obtained 8% of the equity. Dadan Games is very confident that it will be listed on the market.
2. Erdan obtained 100 million shares. The current market value is 5 billion and the lock-in period is 1 year.
3. Erdan is anxious. How many projects can I invest in with more than 50 billion? How can I invest with a one-year lock-in period? Erdan pledged his shares to Sandan Securities, raised 1 billion at a 20% discount, and happily invested in many more projects.
6. Stock pledge to supplement working capital, industrial investment, acquisition of assets, mergers and acquisitions of companies, etc.
In reality, most of the simple stock pledge loans require money to be invested in a certain company. of a place.
1. Erdan owns 5 billion shares of Dadan Games, and Dadan also owns Sandan Automobile and Sidan Steel.
2. Due to the recession in the Sidan steel industry, funds are almost running out, and large amounts of arrears will be due within one month.
3. Dadan Games can make a lot of money by developing an online game called "Erdan World". Erdan doesn’t want to sell stocks.
4. Dadan pledged the stock, and all the financing money was given to Sidan Steel. There will always be a chance to survive first.
Most of the real-life cases are investment-oriented. They either have stocks to raise funds to invest in some projects, buy some companies, or they need capital turnover. They are all relatively simple and direct financing.
7. Black Technology of Stock Pledge
Stock pledge has a penalty rate. If you are unable to repay the money at maturity, you will be charged a penalty interest on a daily basis. The penalty interest can be set to Very high, especially for OTC stock pledges.
If the stock pledge expires, Heng Heng will use various means to prevent shareholders from being able to repay, and it will be delayed for one month or two months. And if there is a breach of contract or someone wants to sue you, who do you expect to be willing to take over and continue to provide you with pledge financing? The credibility of financial institutions has been completely destroyed. Coupled with the high daily fines, if you can't pay back the money, the stocks will belong to others. Unlike Case 1, this time you were framed and lost the stocks.
Actually, this is very common. If your funds are lost, you will still have to clear your position and pay back the money. If the stock is taken over by a new funding party and transferred to your competitor.
That’s all. The core focus is the speed of securities companies, fund subsidiaries, trusts and follow-up services.
1. Speed: In fact, most of the funds come from banks or funds raised by financial institutions. Why fast? Because the bank doesn't care what you invest in, you invest in whatever you like. What the bank cares about is whether your stock will fall below the liquidation line during the financing period. As long as it doesn't fall below the liquidation line, there is no risk for me, because I can sell it on the secondary market and recover the funds. Therefore, as long as a broker keeps a strict eye on the stock price for me, I don't need to care too much about where he invests. As long as the stock I choose to pick up has good performance and stable operations, it will be fine. That’s why we can get a mortgage loan worth hundreds of millions in as little as one or two weeks.
Some institutions are familiar with the process, have strong bank relationships, and have a lot of funds in hand, so they can do this very quickly, while others are slower. Financing is only one aspect, and subsequent comprehensive services are what brokerages really strive for.
2. Follow-up services: This is too much. Stock pledge does not make much money, but standard business does. The key is that you can contact many shareholders of listed companies, cooperate with listed companies, or provide services for various subsequent needs of shareholders. This is the key and the profit point.