Nanjing Iron and Steel Company

Nanjing Iron and Steel Co., Ltd. (abb. NISCO) is a publicly traded steel maker based in Nanjing, Jiangsu Province, China. The parent company of NISCO is Nanjing Nangang Iron and Steel United Co., Ltd. (Chinese: 南京南钢钢铁联合有限公司), a joint venture of Hong Kong listed company Fosun International (the stake was jointly held by Fosun International and its subsidiaries) and Chinese state-owned enterprise Nanjing Iron and Steel Group in a 60–40 ratio.

For the National Iranian Steel Company (NISCO), see NISCO (Iran).
Nanjing Iron and Steel Company
Typepublic
SSE: 600282
Industrysteel manufacturing
Founded
  • 1958 (predecessor)
  • 18 March 1999 (1999-03-18) (date of incorporation)
FounderNanjing Iron and Steel Group
Headquarters
Nanjing
,
China
Area served
China
Revenue CN¥37.601 billion (2017)
CN¥03.200 billion (2017)
Total assets CN¥37.735 billion (2017)
Total equity CN¥11.575 billion (2017)
Owner
(43.47%)
ParentNangang United
Chinese name
Simplified Chinese南京钢铁股份有限公司
Traditional Chinese南京鋼鐵股份有限公司
Literal meaningNanjing Steel and Iron, Company Limited by Shares
Chinese short name
Simplified Chinese南钢股份
Traditional Chinese南鋼股份
Literal meaningNansteel Share
Footnotes / references
in consolidated financial statement[1]

NISCO involves the pressing and smelting of ferrous metals and sales of steel materials.[2]

NISCO was a constituent of small cap SSE 380 Index from December 2015[3] to December 2017.[4]

According to World Steel Association (Chinese companies data was provided by China Iron and Steel Association), the corporation was ranked the 45th in 2015 the world ranking by production volume (8.590 million metric tons).[5]

History

The steel plant in Nanjing was founded in 1958. In 1999 Nanjing Iron and Steel Group spin-off some of the assembly line of the steel plant, incorporating Nanjing Iron and Steel Co., Ltd. (NISCO).

The company became a publicly traded company in 2000 on the Shanghai Stock Exchange, despite the parent company still owned 70.95% shares. However, after several disinvestment, it no longer the controlling shareholder of the listed company. Instead, the controlling shareholder was replaced by joint ventures of Nanjing Iron and Steel Group in 2003 and again in 2009 under another legal person. The direct parent company also received the unlisted steel manufacturing assets from Nanjing Iron and Steel Group.

In 2010, NISCO acquired some assets (themselves were incorporated as 南京南钢产业发展有限公司, in short 南钢发展) from the direct parent company, Nangang United, as those businesses were classified as related parties but the listed company had business relation with them.[6] NISCO paid the direct parent company in an all-share deal for CN¥9.1 billion nominal value,[7] making Nangang United owned 83.78% shares of the listed company.[8]

According to the public filings, after the acquisition, As of 31 December 2014, the listed company had a total assets (in consolidated financial statement) of CN¥39.538 billion ,[9] comparing to parent company Nangang United's CN¥41.273 billion .[10] The net assets (excluding minority interests) were CN¥8.558 billion and CN¥8.344 billion respectively.

NISCO also had a long business partnership with Hong Kong listed company Prosperity International for trading iron ore. In 2011, NISCO acquired 10% shares of a company, All Wealthy Capital, from the chairman of Prosperity International, Wong Ben Koon, for US$50 million.[11] The shares were sold back to Wong for US$50 million plus interests, as the initial public offering of All Wealthy Capital had failed, trigging the initial purchase condition. Since December 2014, Prosperity International became a related parties of NISCO, as Nanjing Iron and Steel Group owned more than 10% shares of Prosperity International.

Circa 2016, NISCO signed an agreement with banks for debt-to-equity swap.[12] The capital increase of the subsidiary 南钢发展 by the bank and other parties, was completed in 2017.[1] In the same year NISCO also issued CN¥1.788 billion new shares via private placement.[1]

Equity investments
As of 26 October 2016

Shareholders

In 2003 the parent company of the listed company formed a joint venture "Nanjing Iron and Steel United" (Chinese: 南京钢铁联合有限公司)[13][14] with a consortium of civilian-run enterprises: Fosun High Technology and its parent company Guangxin Technology (Chinese: 广信科技). The stake of NISCO that held by Nanjing Iron and Steel Group was injected to Nanjing Iron and Steel United as capital. After the deal, Nanjing Iron and Steel Group owned 40% stake of Nanjing Iron and Steel United, Fosun High Technology (and its subsidiary) owned 50% and Guangxin Technology owned 10%.[15] The parent company of Fosun High Technology was later changed to Hong Kong listed company Fosun International, which also acquired the stake from Guangxin Technology. However, Fosun International was still controlled by the shareholder of Guangxin Technology as of 2018.

In 2009, a new intermediate holding company, "Nanjing Nangang Iron and Steel United Co., Ltd." (Chinese: 南京南钢钢铁联合有限公司, known as Nanjing Nangang or (Chinese: 南钢联; lit. 'Nangang United')) was incorporated, Nanjing Iron and Steel United became its wholly owned subsidiary, while Nanjing Iron and Steel United owned 62.69% stake of NISCO at that time.[16] Baosteel Group was the second largest shareholder of the listed company for just 2.42% shares at that time.[16]

As at 31 December 2015, Nangang United had disinvested NISCO to just 48.19%.[17] On 31 December 2015, Fosun International also appointed Nanjing Iron and Steel Group as its proxy for 10% stake of Nangang United, making Nangang United was classified as a joint venture and not consolidated in Fosun International's consolidated financial statements, while Nanjing Iron and Steel Group regained the joint-controlling status on the publicly traded company.[18]

As of 31 December 2015
  • Guo Guangchang[19]
    • Fosun International Holdings (64.45% owned by Guo Guangchang)[19]
      • Fosun International (SEHK: 656, 71.37% owned by Fosun International Holdings)[19]
        • Nanjing Nangang Iron and Steel United (60% owned by Fosun International)[19]
          • Nanjing Iron and Steel (48.19% owned by Nangang United)
        • Nanjing Iron and Steel Group (owned 40% of Nanjing Nangang Iron and Steel United)
      • Chinese: 南京钢铁创业投资有限公司; lit. 'Nanjing Iron and Steel Venture Investment' (owned 51% of Nanjing Iron and Steel Group)
    • worker union of Nanjing Iron and Steel Group (owned 36.07% of Nanjing Iron and Steel Venture Investment)[20]
  • Nanjing Municipal People's Government via Nanjing New Industrialization Investment Group (owned 49% of Nanjing Iron and Steel Group)
  • Liang Xinjun (owned 24.44% of Fosun International Holdings)
  • Wang Qunbin (owned 11.11% of Fosun International Holdings)
  • other shareholders of Fosun International (owned 28.63% of Fosun International)

References
  1. "2017 nián nián dù bào gào" 2017年年度报告 [2017 Annual Report] (PDF) (in Chinese). Nanjing Iron and Steel Company. 13 February 2018. Retrieved 13 May 2018 – via Shanghai Stock Exchange.
  2. Nanjing Iron & Steel Co., Ltd. - Company Profile Snapshot ecnext.com Archived 2008-10-26 at the Wayback Machine
  3. "Guān yú tiáo zhěng shàng zhèng 50, shàng zhèng 180, shàng zhèng 380 děng zhǐ shù yàng běn gǔ de gōng gào" 关于调整上证180、上证50、上证380等指数样本股的公告 (Microsoft Word) (Press release) (in Chinese). Shanghai Stock Exchange, China Securities Index. 30 November 2015. Retrieved 13 May 2018.
  4. "Guān yú tiáo zhěng shàng zhèng 50, shàng zhèng 180, shàng zhèng 380 děng zhǐ shù yàng běn gǔ de gōng gào" 关于调整上证50、上证180、上证380等指数样本股的公告 (Microsoft Word) (Press release) (in Chinese). Shanghai Stock Exchange, China Securities Index. 27 November 2017. Retrieved 13 May 2018.
  5. "Top steel-producing companies". World Steel Association. 2016 [circa]. Archived from the original on 2016-07-19. Retrieved 2016-07-26.
  6. "Xiàng tè dìng duì xiàng fā xíng gǔ fèn gòu mǎi zī chǎn jì guān lián jiāo yì bào gào shū (xiū dìng gǎo)" 向特定对象发行股份购买资产暨关联交易报告书（修订稿） (PDF) (Press release) (in Chinese). Nanjing Iron and Steel Company. 28 September 2010. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  7. 南钢股份：目标资产承诺利润 整体上市增厚利润 (in Chinese). 长江证券研究所. 19 October 2010. Retrieved 13 May 2018 – via p5w.net.
  8. "2010 nián nián dù bào gào" 2010年年度报告 [2010 Annual Report] (PDF) (in Chinese). Nanjing Iron and Steel Company. 16 March 2011. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  9. "2014 nián nián dù bào gào" 2014年年度报告 [2014 Annual Report] (PDF) (in Chinese). Nanjing Iron and Steel Company. 30 January 2015. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  10. "2014 nián nián dù bào gào" 2014年年度报告 [2014 Annual Report] (PDF) (in Chinese). Nanjing Nangang Iron and Steel United. 20 April 2015. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  11. 南钢股份：5000万美元收购铁矿企业股权. China Securities Journal (in Chinese). 18 May 2011. Retrieved 14 May 2018.
  12. 钢铁行业债转股框架协议规模达1430亿元. 格隆汇 (in Chinese). 18 September 2017. Retrieved 14 May 2018 – via jrj.com.cn.
  13. "Gōng sī jiǎn jiè" 公司简介 [Company profile] (in Chinese). Nanjing Iron and Steel Company. Retrieved 19 November 2016.
  14. 南钢改制是其快速发展之源. 经济观察报 (in Chinese). 3 April 2010. Retrieved 14 May 2018 – via Sohu news portal.
  15. "dǒng shì huì guān yú nán jīng gāng tiě lián hé yǒu xiàn gōng sī shōu gòu shì yí zhì quán tǐ gǔ dōng de bào gào shū" 董事会关于南京钢铁联合有限公司收购事宜致全体股东的报告书 [Report regarding Nanjing Iron and Steel United Co., Ltd. acquiring Nanjing Iron and Steel Co., Ltd.] (PDF) (Press release) (in Chinese). Nanjing Iron and Steel Company. 20 June 2003 [Prepared on 17 June 2003]. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  16. "2009 nián nián dù bào gào" 2009年年度报告 [2009 Annual Report] (PDF) (in Chinese). Nanjing Iron and Steel Company. 20 March 2010. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  17. "2015 nián nián dù bào gào" 2015年年度报告 [2015 Annual Report] (PDF) (in Chinese). Nanjing Iron and Steel Company. 16 April 2016. Retrieved 19 November 2016 – via Shanghai Stock Exchange.
  18. "MAJOR AND CONNECTED TRANSACTION - DELEGATION OF VOTING RIGHTS IN NANJING NANGANG AND GRANT OF WAIVER FROM STRICT COMPLIANCE WITH RULE 14.41(a) OF THE LISTING RULES" (PDF) (Press release). Fosun International. 4 January 2016. Retrieved 19 November 2016 – via Hong Kong Exchanges and Clearing website.
  19. "2015 Annual Report" (PDF). Fosun International. 28 April 2016. Retrieved 19 November 2016 – via Hong Kong Exchanges and Clearing website.
  20. "National Enterprise Credit Information Publicity System" 国家企业信用信息公示系统（江苏） (in Chinese). 江苏省工商行政管理局 (Administration for Industry and Commerce of Jiangsu Province). Retrieved 13 May 2018.
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