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Backdoor listing means that the parent company (group company) obtains a certain degree of controlling interest by injecting assets into the listed company (shell, shel) with low market value, and uses its position as a listed company to make the assets of the parent company go public and reorganize, and the backdoor party will become the new major shareholder of the listed company, so backdoor listing is also called reverse merger and acquisition. Generally speaking, the review of mergers and acquisitions is more relaxed than IPO.
for instance
example
0 1 For example, if you are the owner of a tea shop, the name of the tea shop is Youlemei. Because of good business, I want to list my own tea shop. But the listing process is too cumbersome and the waiting time is particularly long.
At this time, you found a listed coffee shop "Xiaoxing Coffee" through various relationship channels, but the business situation of the coffee shop is not good and the stock price is particularly low. So you bought a large number of shares in this coffee shop at a low price and gained control of the coffee shop. Then you add your milk tea to the menu of the coffee shop, which is equivalent to borrowing the shell of the coffee shop and making your milk tea shop go public successfully. Then change the name of "Lucky Coffee" to Yolmei Holding Company or something.
Just like SF Express, which we are familiar with, it is also listed through backdoor. With the backdoor of Tai Ding New Materials, Tai Ding New Materials is now renamed SF Holdings.
Compared with ordinary enterprises, the biggest advantage of listed companies is that they can raise funds on a large scale in the securities market, thus promoting the rapid growth of the company's scale. Therefore, the listing qualification of listed companies has become a "scarce resource", and the so-called "shell" refers to the listing qualification of listed companies. Because some listed companies have no complete conversion mechanism, poor management and unsatisfactory performance, they have lost the ability to further raise funds in the securities market. To make full use of this "shell" resource of listed companies, it is necessary to reorganize assets. Shell buying and backdoor listing are two forms of asset reorganization that make full use of listed resources. One of the typical cases of backdoor listing is Johnson & Johnson Group's "mother" borrowing "child" shell.
As we said before, China enterprises will go public, just like the college entrance examination. It's hard to get in, but it's hard for them to drop out of school if they get in. Some enterprises have gone public and developed poorly, but the qualifications of listed companies are still there. This listing qualification is very valuable. Enterprises called "shell" that are in a hurry to go public can use this shell to go public. It is a creative coquettish operation.
Illustration of backdoor listing transaction
Small.
Xiaoa company
Xiao v
listed company
Before the transaction
Small A and small V are both good.
Shell payment
Small.
Xiao v
Hold a controlled number of shares
reverse transformation
listed company
quit
After the transaction
Small a holding listed company
Small v out
Xiaoa company