"Can St Beiwen Get Rid Of The Shadow Of" Retail Harvester "When It Intends To Re Elect Its Board Of Directors After Continuous Losses?

Once upon a time, several blockbuster movies such as "warwolf 2", "I am not the God of medicine" and "wandering the earth" made Beijing Culture (000802. SZ) a star film and television listed company in the capital market. However, today's Beijing culture not only "reduced" to St beiwen, but also encountered the request of shareholders to re elect the board of directors.

On September 15, St beiwen announced that the company's shareholders, Fude Life Insurance Co., Ltd. (hereinafter referred to as Fude life insurance) and Qingdao West Coast holding Development Co., Ltd. (hereinafter referred to as West Coast Holdings) jointly submitted a letter to the board of directors to hold an interim general meeting of shareholders, requiring the company to hold an interim general meeting of shareholders for deliberation Proposal on general election of Beijing Cultural board of directors and nomination for election of non independent directors of the 8th board of directors, etc.

On September 16, 21st century economic report called St beiwen securities department for many times, but Yan Jing (secretary of the acting board of directors) never answered the office phone.

Under the high reputation, by consulting St beiwen's financial reports over the years, as well as the concern letter of Shenzhen Stock Exchange, we may be able to analyze the reasons why the hot film of the company is not making money.

Seven years ago, she was involved in the film and television industry

St beiwen was not engaged in the film and television industry at first. It was called Jingxi Tourism for short. Later, it was called "Beijing Tourism". Its main business was "investment and management of tourism projects; tourism development services; production and sales of tourism products".

In December 2013, Beijing Tourism decided to purchase 100% equity of Beijing Guangying Ruixing Cultural Media Co., Ltd. (later renamed as "Beijing Ferris wheel culture media Co., Ltd.", hereinafter referred to as motianlun company) with a price of 150 million yuan, and began to enter the film and television culture industry. Song Ge is the actual controller of motianlun company.

According to the data, song Ge is well known by the film and television circles for its first investment in the film "Seven Swords" in 2005.

Beijing tourism has been changed to "Beijing Culture" since October 24, 2014.

This year, the box office results of the movies "you at the same table" and "Xinhualu Fang" invested and released by Ferris wheel were released in the same period. The box office performance of films was far ahead, exceeding the performance commitment of 2014. Since then, Beijing culture has released one or two good films almost every year, including "saving Mr. Wu", "I am not Pan Jinlian", "warwolf II" and "Fanghua", etc. in particular, the 2017 phenomenal film "warwolf II", jointly produced and released by Beijing culture, broke the box office record of that year in China with a box office of 5.683 billion yuan and has remained so far.

From 2013 to 2017, the operating revenue of Beijing culture increased from 163 million yuan to 1.321 billion yuan, and the net profit attributable to the parent increased from 33 million yuan to 310 million yuan. The stock price of Beijing culture started from 6.41 yuan / share at the beginning of 2014, rose to 43.35 yuan / share in June 2015, but finally fell to 14.69 yuan / share at the end of December 2017.

It can be seen that entering the film and television industry is a good investment for Beijing culture, but the wind direction is turning to 2018.

The reasons behind the sudden loss

According to the annual report of Beijing Culture in 2018, "I am not the God of medicine" generated 255 million yuan, while "the unknown" generated about 100 million yuan. However, the revenue generated by these two films is not as good as that of the other TV series "the ghost of a beautiful girl". It brought 358 million yuan to Beijing Culture in that year.

This is a very strange phenomenon. On the contrary, the revenue of blockbuster movies is not as good as that of the little-known ghost of a beautiful girl. The protagonist of this movie is Zheng Shuang. Finally, the TV series has been withdrawn a large amount of impairment in 2020.

When we talk about Zheng Shuang, we have to mention Beijing Century partner culture media Co., Ltd. (hereinafter referred to as century partner). The last big loss of Beijing culture comes from century partner and another subsidiary, Zhejiang Xinghe culture brokerage Co., Ltd. (hereinafter referred to as Xinghe Culture).

In 2016, Beijing Culture acquired century partner with a price of 1.35 billion yuan and Xinghe culture with 750 million yuan, respectively, forming goodwill of 834 million yuan and 641 million yuan. In addition, the goodwill of 112 million yuan generated from the previous acquisition of Ferris Wheel Company generated a total of 1.587 billion yuan of goodwill.

In 2019, century partner and Xinghe culture will lose 630 million yuan and 13 million yuan respectively.

As a direct result, Beijing culture will draw a huge amount of impairment in 2019. According to the financial report, from 2018 to 2020, the net profit of Beijing culture will be 125 million yuan, - 2.306 billion yuan and - 772 million yuan respectively, which has been in continuous loss for two years.

As for the reasons for the loss, the explanation of Beijing culture is that "due to the influence of industry policies and market environment changes, the operating performance of Star River culture and century partners declines, the company tests the goodwill and other assets of Star River culture and century partners, and withdraws large amount of asset impairment reserves and goodwill impairment reserves."

The reason for the loss in 2020 lies in the fact that Beijing culture is "affected by the new type of coronavirus pneumonia" and "evaluating and testing the assets such as inventory and making corresponding provision for asset impairment". The so-called "inventory" is the TV drama "Qiannv Youhun", with a total impairment of 445 million yuan.

On May 27, 2021, the Shenzhen Stock Exchange issued a 12 page inquiry letter on Beijing culture. One of the concerns was that the media questioned that Beijing Culture "the film and television drama" the ghost of a beautiful girl "which was invested and shot in 2019 had paid a large amount of remuneration to the performers through the" yin yang contract ", which was the event of Zheng Shuang's" yin yang contract "which had attracted wide attention of the society.

In response, Beijing Culture said in its reply to the Shenzhen Stock Exchange on August 4 that "after verification, the company has not signed a capital increase agreement with the related parties of the cast members."

A Securities researcher who did not want to sign his name told the 21st century economic report that the head brokers had not paid attention to Beijing culture for a long time. "If researchers dare to recommend Beijing culture to fund companies, they are expected to be scolded out of the door."

Sure enough, in the first half of this year, the first inspection bureau of Shanghai Taxation Bureau found that "Zheng Shuang starred in the TV drama" the ghost of a beautiful girl "in 2019 In the first part, 48 million yuan was changed into enterprise income to make false declaration and evade taxes. The second part was 108 million yuan. The producer signed a false contract with Zheng Shuang's actual control company to pay in the form of "capital increase" to evade the industry regulation‘ "It's a high price for a piece of money," he said

Another concern of Shenzhen stock exchange is whether Beijing culture has realized the "big bath" of cost or asset impairment in recent two years. However, Beijing culture's reply is that "the company does not have a big bath in its performance".

Shareholders want to re-elect the board of directors

At the beginning of listing, Beijing Jingxi economic development company (now Beijing gold electronic mobile commerce Co., Ltd.) was the exclusive sponsor of Beijing culture. In 2006, the controlling shareholder of the company was changed to Beijing Kunlunkun Investment Co., Ltd.

By the end of 2015, China Huali Holding Group Co., Ltd. (hereinafter referred to as Huali holding) became the controlling shareholder of the company, and the actual controller was changed to Ding Mingshan.

However, after the completion of the fixed increase in 2016, Beijing culture became a non controlling shareholder and actual controller, and song Ge became the new chairman of the company in June 2015.

Over the years, Huali holdings and Fude life insurance have been rotated several times as the major shareholder and the second shareholder of the company, but song Ge, who holds very few shares of listed companies, has always been the leader of the company.

On April 28, 2020, Beijing Culture announced that it planned to transfer century partner to Beijing Fuyi Xingda Culture Development Co., Ltd. at a price of 48 million yuan, only 3.56% of the original purchase price.

On April 29, Lou Xiaoxi, former vice chairman of Beijing culture, reported the systematic financial fraud of Beijing culture through microblog with real name, and also reported the senior executives song Ge and Zhang Yunlong suspected of fraud in issuing bonds and illegal disclosure.

On December 31, 2020, the China Securities Regulatory Commission (CSRC) decided to file a case against Beijing culture for suspected illegal information disclosure.

At the same time, some directors of Beijing culture began to "vote against".

On May 6, 2021, Beijing culture was treated as "other risk warning", and the stock abbreviation was changed to "St beiwen".

St beiwen's first half report of 2021 shows that the net profit attributable to the parent company is - 45 million yuan.

Chu Jianguo, an independent director, said he could not judge the authenticity of St beiwen semiannual report. However, song Ge, the person in charge of St beiwen, Yan Xuefeng, the person in charge of accounting, and Zhang Xue, the person in charge of the accounting organization (Accounting Supervisor), declared: "to ensure the authenticity, accuracy and completeness of the financial report in this semi annual report."

On September 13, St beiwen received a letter from Fude life insurance and West Coast holdings, requesting the company to hold an interim general meeting of shareholders to consider the re-election of the board of directors. The original board of directors only retained Tao Rong, while others, including Chairman song Ge, were not included.

"This is obviously a reshuffle of the board of directors. Powerful shareholders want to regain control of the company." the above-mentioned securities researchers believe that if the re-election can succeed, it may be a good thing for St beiwen, "after all, song Ge and others have been banned from the market."

On August 27, Beijing Securities Regulatory Bureau issued a notice on administrative punishment and market ban to St beiwen, which showed that Beijing Securities Regulatory Bureau planned to impose administrative punishment on Beijing culture, Lou Xiaoxi, song Ge and other responsible personnel and take measures to ban market entry. In addition, Beijing Securities Regulatory Bureau has taken measures to issue warning letters to Beijing culture and natural persons such as song Ge, Zhang Yunlong and Chen Chen Chen.

As of the time of publication, the board of directors of St beiwen has not made any feedback on this matter.

For St beiwen, which has lost money for two years in a row and lost money in the first half of this year, it should be a "rebirth" opportunity to re-election the board of directors. I hope that it will not fall into the farce of the struggle for control.

In May 2021, the stock price of the company once hit 3.52 yuan / share. St beiwen's latest closing price was 5.05 yuan / share, nearly cut back from the highest price of 9.83 yuan / share in a year.