Research On Private Placement Of Listed Companies

The share structure split reform of listed companies in China was started on 29 April 2005.To facilitate the reform and avoid new historical problems, Shanghai Stock Exchange and Shenzhen Stock Exchange paused all the financing activities except debt financing. Phase's success was achieved on 8 May 2006, and the financing function of the stock market was restored. Recently, private placement became the desirable choice of listed company and it is very popular to investors .Meanwhile, private placement, overall listing and asset injection have been the hotspots of the stock market. How to analyze private placement scheme is a very imminent problem and task for investors.Based on overall research of private placement of listed companies, this paper analyzes the Bao Tou Steel's scheme of private placement in detail. Firstly, the paper analyzes and compares the main means of financing(Public Offering ,private placement and convertible securities issue).Secondly, the paper analyzes and evaluates the key techniques of private placement. Then, the paper assesses the reasonableness of the issue price and profit forecast prepared for the issuing, and also analyzes the impact of change of depreciation methods by Bao Tou Steel on the future profitability forecast, and anatomies the Bao Tou Steel's private placement scheme, compares it with schemes of other companies. Finally, through the consideration of private placement, this raises some suggestions on regulatory policies of listed companies to improve some weakness of private placement. The paper has five elements: foreword,straight matter,reference,appendix,tag,and the straight matter has four chapters.The foreword mainly states the research background ,main contents,objectives and methods of research, outlines the characteristics,innovation and weakness of the paper.The first chapter compares means of SEO.Firstly,state the meaning of SEO,public issue,directional right issue, convertible securities issue etc.four main means of SEO.Secondly, in respects of issue object,lock period,financing conditions,pricing mechanism,impact of financing on the issuing company,the paper compares and analyses.Finally,we summarize the description noted above.The second chapterdiscusses the mechanism of directional right issue.Firstly,discuss the weakness and strenghth of directional right issue,it is emphasized that the advantage of directional right issue is high efficience,low cost and effect of enhancing the EPS.However,how to decide the issue price is a problem,this may cause investment risk to investors.Meanwhile,we raise two reasons for the issue price of directional right issue:above or not below the price limited by the《Regulation of Issuing of Securities in Listed Companys》,PE and PB more than the average level of compariable listed companys in the same industry.We analyse the reseasonableness of the two standards and also consider other factors.In respects of historical data,adjusting factors and profit forecast period we discuss how to prepare the profit forecast appropriately.Finally,analyse the reasonableness of the prospective statements,and discuss how to determine the delaying price.The third chapter discusses the scheme of directional right issue of Bao Tou Steel.This chapter describes the scheme of Bao Tou Steel in brief ,discuss the statement :the subscription price of Bao Tou Steel Group do exceed the lowest price required by the law and regulations . Then,the paper analyses the impact of depreciation policy on the fair profit,through above discussion ,we can judge whether the issue price is reasonable.We also test the reasonalbeness of the profit forecast and forecast period .Based on above research,the paper outlines the result of research on the Scheme of Bao Tou Steel.The fourth chapter raises some advice on the direction right issue. Through the research above,the writer believes that there are many problems in respect of directional right issue,this issue method is only in the construction stage, relevant supporting system needs to be established and the supervision and punishment mechanism cannot be said to be fine,all these have the potential of damaging the legal right of small shareholders. For this,this paper raises some advices on these topics.