The Analysis Of DC Holdings Spin-off DC Information Backdoor A-share Listing

At the end of 2013,through backdoor *ST Taiguang,Hong Kong listed company DC Holdings spin-off its high quality subsidiary of DC Information return to A-share.DC Holdings became the first H-share listed companies through spin-off return to A-share.H-share and A-share are evaluated differences for a long time.The same industry companies listed on H-share price-earnings ratio is generally lower than the A-share.H-share valuations are generally lower than the A-share.There is also a price deviation between H-share and A-share for the same company.Therefore,high price-earnings ratio of A-share for many H-share listed companies is a big temptation.But only a few companies take actions.H-share listed companies' return to A-share has a history of running into trouble.But the flip-flopping made CSRC seem both encouraging and indecisive.Nowadays,China equities are heavily regulated so that H-share listed companies return to A-share is confronted with numerous difficulties.The success of DC Information backdoor listing made a demonstration for many other H-share listed companies which want to return to A-share.Science the late 1980 s spin-off listing has become a popular way of assets reorganization in mature capital market of foreign countries,which widely used and relevant system has developed mature now.In China,spin-off listing started late.Since 2010,the attitude of CSRC to spin-off listing changed repeatedly from the beginning "clear permission" to "discouraged",and then to "strict grasp".When selecting spin-off listing paths,managers should consider internal and external environment of the company.At present,there are three ways to float the company in the stock market,which are IPO,backdoor listing and listing by introduction.The mainstream ways in Chinese capital market are IPO and backdoor listings.IPO and backdoor listing both have merits and demerits.IPO requires higher standard,stricter audit,longer cycle and higher uncertainty.But for the backdoor listings,which is more difficult for pricing,hugely influence by the secondary market price fluctuations.How to choose the appropriate base day for pricing are the urgent problems to listed companies and intermediaries.Comprehensive many factors,from the relevant theoretical aspects,the paper proved the spin-off listing can improve the efficiency of the company's operation and management by the investment and financing strategy hypothesis,asymmetric information hypothesis and management efficiency hypothesis.In the case study section,select the H-share listed company DC Holdings spin-off its high quality subsidiary DC Information through the backdoor *ST Taiguang to return to A-share as a case study.Thereby,the section furthered the analysis of the motive and effect evaluation of spin-off listing.The case study gives a comprehensive understanding of the influences the transaction of the listing path selection as well.From the analysis of DC Holdings spin-off its high quality subsidiary DC Information,the paper draws the following conclusions:(1)Financial,Value release and Management drive promote the DC Holdings spin-off DC Information.(2)Innovated the model of the overseas listed companies spin-off business return to A-share.(3)Spin-off listing has short cycle,lower policy impact and lower capital pressure.(4)Private placement solves the financial problem of buying the shell.(5)Friendly acquisition achieves the win-win situation of case related companies.On this basis,the paper proposed the following recommendations:(1)Appropriate spin-off listing options can save time and cost.(2)Select a suitable shell company is the key point of spin-off listing.(3)Select the appropriate financing methods to solve the financial problem of buying the shell.(4)Enterprises should adjust merger and acquisition plant timely and scientific according to policy changes.This paper has five chapters.The first chapter is the introduction,which introduces the background and significance,summarizes the related theories of spin-off,backdoor listing and the return to A-share of overseas listed companies,and then introduces the research ideas and methods,and puts forward the basic framework.The second chapter is the overview of theory,which mainly includes the definition and type,the pattern,the drive,the CSRC's and SEHK's relevant legal norms and the theoretical explanation of spin-off listing.The third chapter is the case description of DC Holdings spin-off DC Information.The case description section mainly introduced the information of case related companies,background and process,reason analysis and explains why the case could be success.The fourth chapter is about the case analysis.This section analyses the impact on shell company *ST Taiguang and be split party DC Information.The fifth chapter is the conclusions and inspiration combined with the current development of Chinese capital market.