What impact does the overall listing and spin-off listing have on IPO?

Talk about my personal understanding of this topic, first talk about several concepts, and then talk about the commercial motives behind these concepts.

I. Personal understanding of basic concepts:

1. List itself:

Just like any financial transaction, we should pay attention to the potential interests of buyers and sellers and the policies of financial regulators. First of all, from the seller's point of view, companies suitable for IPO need to have the following introspection (not to mention the investment bank's consideration of you before listing):

A. Is there a healthy long-term profit model to ensure the basic cash flow for the company's development? Simply put, do you give the relevant examination and approval authorities enough confidence to allow you to borrow money from investors before listing? If you don't have the confidence to restore the balance sheet leverage to a solid proportion within a few years after borrowing money from the secondary market, you'd better not rush to prepare for IPO, and trouble will come to you, first of all, the CSRC, and of course the audit department. Of course, when the Ministry of Finance refused some investment banks to offer IPOs to listed companies, there were other commercial motives. For example, McKinsey's overvaluation of Geely's IPO price has led to a series of market disputes, which will be discussed later. Then, after the money is collected, we must be a little particular about how to spend it. Don't say that not everyone in this world will spend a lot of money. To make you feel something, just ask yourself a question. Suddenly someone will put 1 100 million into your account and tell you, buddy, can you help me invest this money in some profitable projects? I don't think the implied premise is to let you take this money to have fun. I estimate that most people have to sleep for two days and nights, which makes them feel puzzled. One is excitement, and the other is that they really have no choice. 65,438+0. Hehe, just kidding. What I'm talking about is how to effectively organize this money to develop my career, and whether industrial enterprises have a reasonable plan to put investors' money into a reasonable profit model and generate new benefits. This depends on a series of comprehensive factors, such as enterprise strategy, enterprise resources (government, technical strength, market ability), etc., and put money into practice rhythmically and predictably. Of course, I'm talking about a serious and well-done enterprise.

B. According to the buyer's understanding, this important role is investment banking. Everyone talked about investment banks, and the business they are engaged in is also very chaotic. They are always very active members in the financial market. They not only bring many innovations to the modern financial market, but also make industrial businessmen fully enjoy the pleasure of capital to a certain extent, and also bring extremely profound harm to modern finance. For example, in the subprime mortgage crisis in 2008, investment banks such as Goldman Sachs and Morgan lost their ruthless risk transfer and goodwill. Of course, the arrival of the financial turmoil can't put all the responsibility on the investment banks. This can be discussed with friends in future topics to understand the deeper reasons of the 2008 crisis. However, we can see that investment banks have played an active role in modern financial innovation and crisis, which deserves reflection. Speaking of the topic, there are several aspects for an investment bank to decide whether to serve your listing. It must be remembered that investment banks are definitely not fuel-efficient lights and will never trade at a loss. Isn't there a saying in America that first-rate people are on Wall Street and second-rate people are in Washington? Although it is a joke, we have seen the high evaluation and affirmation of the all-round quality of investment bankers, and we also have the opportunity to see the mental journey of investment bankers described in The Half-way Becoming an Investment Banker. Since he doesn't trade at a loss, he has to find a profit point. Sometimes the profit point of a transaction is not necessarily in this transaction. We should pay more attention to their long-term layout. For example, McKinsey raised Geely's IPO price. Are their financial analysts unqualified? I'm telling you, this must be nonsense. On the other hand, the valuation of your listing must not be estimated by pure financial algorithm. If so, you will take this as a joke for the simple reason. Behind the real money, there must be very evil and hungry cruel humanity. In short, don't just pay attention to the results calculated by parameters such as price-earnings ratio, interest rate and return on investment in classical finance. What's the motive? I don't think the possibility of cooperation between the two sides can be ruled out from the long-term interests. Of course, there are many motives. I am convinced that many outstanding financial workers have deeper insights in this regard and have the opportunity to discuss with them.

2. Overall listing and split listing:

The understanding of form can be compared to selling a whole cake or a piece of cake. This depends on the macro judgment of business leaders on the future development of the company. There are several reasons. First, the relevance of the company's existing business. It's not hard to understand. If all three cakes are cooked in the same way, it at least increases the feasibility of stirring, fermenting and stewing in a steamer next time. The second consideration is a little troublesome, but it is closer to reality, that is, enterprises have been relatively diversified before listing, and the purpose of diversification is probably because enterprises have accumulated for profit or occupied the market according to their own resource advantages in different fields, and the correlation between these businesses, the ecological chain of the market environment (different government relations) and the profit model are really very different, so it is difficult to make a unified financial plan after financing, because the rhythm and links of spending money will be very different, so from the macro perspective, The combination of long-term development should also be considered when disassembling. Any boss who separates his company from the public should have two basic considerations. First, it will merge together one day, depending on where the product direction of the company is combined after listing. Entrepreneurs will definitely spend a lot of thoughts on the strategic integration of products. To put it bluntly, let your children finally return to their parents for dinner. In another case, an entrepreneur may see that the profits of a branch may not overlap much with his main business in the future, but according to his existing industrial chain and resource advantages, he may get better income after listing, which can be used to ensure the cash flow of his main business. This way is very common in the business circle, so when we look at a company's split listing, we need to study their motives in many ways, which is helpful to understand its development. To put it simply, whether to buy their shares depends on whether the split enterprise is the only thrill of the future enterprise, or whether it is a safe-haven student accompanying the prince, which is even a consideration for long-term investment decisions. There is another situation, the entanglement of the first two situations, I think it also depends on the changes in market conditions, just like playing chess. At first, the triangle situation was very good, with the aim of making the triangle stable attack the middle space, but suddenly the middle road was slaughtered by the opponent, and the situation changed, so we had to adjust our strategy. I think this friend can refer to these ideas to consider the motivation behind the separation or integration of enterprises, and he will have a more active understanding of the development ideas of enterprises themselves or from the perspective of long-term investment.

Second, the understanding of domestic securities market supervision

I can't say too much about this. After all, I don't engage in supervision, so I will talk about it from the perspective of investors and financiers. My expectations are simple. To sum up, regulators can fairly guarantee all participants' reasonable and beneficial investments and get the benefits they deserve. But, hehe, the word fairness is not a pure financial vocabulary since it was created. It is an extremely complicated social expectation. You remember the sign of the court. Balance means countless meanings. What we see is only the superficial balance, and there are many reasons behind it, not just the problem of "money". In a word, I am full of confidence in the future orientation of secondary market supervision in China. I believe that with the continuous activity of the secondary market, it can not only effectively provide more financing opportunities for those enterprises with innovative vitality, but also effectively crack down on those non-authentic enterprises that violate business ethics. The financing characteristics of the secondary market in China are different from those of PE and banks. Although they are all for investors' money, the cycle, supervision and operation methods are different. I want to hear the views of friends who specialize in the securities industry on this issue.

3. Finally, briefly summarize some understandings of this topic:

1. Behind any financial transaction, we need to pay attention to the attitudes and motives of buyers and sellers and market regulators. Trading is not only real money, but also the motives behind real money. 2. Whether the split listing is beneficial to the enterprise depends on the development of the split enterprise by the enterprise manager, whether it is for the final integration or for the temporary cash flow supplement, and of course there are many other factors;