Australian (ASX) Stock Market Forum

SBB - Sunbridge Group

Given SKC’s and Mclovin’s hesitations I spent a little more time digging but really have no more clarity.

Be interesting to know if CanOz or somebody else has ever seen firsthand the brand/shops in China.

The cash flows for dividend seems a bit weird although it seems to net off O.K against the prior related party advance to Mr XU – so would explain no cash flow.

The jump in trade receivables for 2012 is interesting, but I really can’t draw any conclusions if they are actually related party advances not declared. At some level you have to accept the auditor has reconciled the bank account and checked for related party transactions. Its total negligence if they haven’t.

It would appear from the dividend flow that XU was the sole owner prior to 31/12/12.

Selling 45% privately to pre-float investor’s is not unusual. (the future float was probably a pre-requisite of them buying in). The price they paid would be an interesting question as is whether they are controlled by XU and why they want to ditch so aggressively. The 20cent IPO level is entirely manufactured with what appears to be an insider getting it across the line. Perhaps these pre-float investors aren’t taking too much of a bath even at these levels – depends what price they paid. On the other hand if the 11 companies are controlled by XU – then he’s the whole game and desperate to fleece a few bucks on the secondary market before an elaborate sham is up and all hell breaks loose. (Possible but not sure it’s probable)

Whatever the story, I have not achieved enough transparency, for anything more than a little flutter on this one, long if you think Mr Xu is legit or short if you don’t.

The more the pre float investors sell the more the free float increases the more the real story will come to the surface as more people dig into what this company really represents. If it’s all as it’s portrayed – its a cheap exposure to rising Chinese domestic consumption. Wherever there is apparent cheapness there is always uncertainty and where there is uncertainty there is the potential for fraud.

Just remembered [again] why my bread and butter are quality stocks.

DYOR - I had taken a position within a few minutes of looking at the company for the first time on the superficial cheapness - the sizing means a total loss of that position is utterly insignificant to me - so pleas nobody place any weight on my actions. (this is akin to a flutter at the casino for me - and as such I have spent too much time on it now)
 
Interesting to see how this turns out....will it be a "value" trap or a once in a life time (3 or 4 months) opportunity. :dunno:
 
Thanks everybody, certainly a wealth of knowledge on here.
Cashed in my parcel on Friday for a quick profit and will have a long think whether to get back in early next week. Probably the classic fear and greed stock this and as mentioned by most is a straight out gamble.
The thing that worries me the most with this stock is the rush by the initial investors to get out, would think that if they had confidence in the business they would hang on for the multiples in price one would think this would be worth if legitimate.
The other thing that worried me was why they would pay out nearly half a million in interest when they had $31 million in cash sitting around which only yielded them $2000 odd in interest.
 
Just remembered [again] why my bread and butter are quality stocks.

DYOR - I had taken a position within a few minutes of looking at the company for the first time on the superficial cheapness - the sizing means a total loss of that position is utterly insignificant to me - so pleas nobody place any weight on my actions. (this is akin to a flutter at the casino for me - and as such I have spent too much time on it now)
I remember that after I looked at the latest company investor presentation and walked away from the computer yesterday afternoon that my train of thought was in a similar direction.

It is important for me to be able to walk away from the market for a month or more at a time (as I have had this month due to personal commitments) and have the advantage of quality "sleep well at night" companies on my side.

My initial psychological reaction (and what I may have done in a rush of blood) before I put myself alone in the metaphorical "dark room" away from all influences was interesting enough for me to say that putting some time into this company was not a complete waste of time. The concept of an "it looks cheap, impulse buy" is a habit that I try to avoid, as it has hurt me somewhat in the past.

The second issue for me, is that the size of my portfolio wouldn't let me be able to buy a small amount of a stock like this and call it a lottery ticket. The position sizing probably wouldn't be a marketable parcel. And in fact, if it could, I would be wondering the purpose of it, since the stock would need to increase many multiples to have any noticeable affect on the portfolio at the position sizing that I am leaning towards in my head.

Personally, I think there are better ways of achieving the thrill, that being involved in some of these companies seems to have on some investors.

That's probably my way of saying that there's too many balls up in the air here, and I'm not a particularly good juggler.
 
The Virgin Island address given by the majority of shareholders pre the IPO is the address for the Offshore Incorporations Centre in the BVI. Also used by some of the vendors of Eratat, so might be common practise in China.
Offshore Incorporations Centre, PO Box 957, Road Town, Tortola, British Virgin Island - See more at: http://www.offshore-inc.com/en/cont...tish-virgin-islands.html#sthash.6GOuHXv1.dpuf
The prospectus for Eratat can be found at http://www.convergingknowledge.com/UploadedImg/File/Prospectus/C-ChinaEratat-(Clean).pdf
Looks like it took them six years to get to the point where they got into trouble.
 
The Virgin Island address given by the majority of shareholders pre the IPO is the address for the Offshore Incorporations Centre in the BVI. Also used by some of the vendors of Eratat, so might be common practise in China.

Is a common practice in China and HK, i had a detailed look at the HK market last year and one of the stand out differences was the very high occurrence of foreign tax haven company registration, and not just little company's.
 
Lift off!

Just hit 10c....the selling seems to have stopped, for now.

Still plenty of selling actually... that's why the volume was 25m shares traded. But the word is clearly out about this little Chinese fashion house going for PE <2. You have to say that the seller is finally behaving a bit more rationally. Waiting for the bids to come to it rather than just smashing them like he needed them sold yesterday.

Total escrow selling now over 50m excluding the last 3 days. So with over 40m traded in the past 3 sessions, escrow selling could be over 75-80m... Only one of those BVI entities in the top 20 had more than 22.5m shares, and no change in substantial holding has been filed so far. So...it suggests that quite a few of these individual BVI entities are selling.
 
I wonder why SBB listed on the ASX ??
Market credibilty.
ASX pushed hard to get the listing on their exchange.
Founder and family probably have a property in Sydney they would like to spend more time at.

If there were doubts about the company how can the ASX allow a listing ?
 
A poster KnowThePast took a position on SBB and generated some discussion on the company over in his thread. I have taken the liberty to link those posts here.

https://www.aussiestockforums.com/f...=26890&page=11&p=832740&viewfull=1#post832740

If you want to discuss the company please post in this thread. If you want to discuss KnowThePast's position etc then please do so in that thread.

Even more hilarious is he will stay with the company until the 4th of August to "assist with the transition". Is there some sort of all night supermarket that sells CFOs?

If they just want someone equally (un)qualified, there are plenty of those in any of the big accounting firms' offices.

I wonder why SBB listed on the ASX ??
Market credibilty.
ASX pushed hard to get the listing on their exchange.
Founder and family probably have a property in Sydney they would like to spend more time at.

If there were doubts about the company how can the ASX allow a listing ?

ASX pushed hard to get the listing? Where did you get that information and who did they have to fight with?

ASX recently admitted FTH, Fifth Element Resources. 2 months and 7 price queries later, and they are now suspended by ASX. Again, I am not saying SBB must be a fraud, I am just saying that ASX can't know eveything.
 
Just had a look.

Commsec and Etrade biggest net buyers

Pershing and Citi biggest net sellers

:cool:
 
Sorry should have said DID the ASX push to get the SBB listing ?

CFO going could be a positive, a move to a more reputable experienced CEO..

All accounts are independently audited in Au so should be all OK there.

A lot of conspiracy theories with Chinese companies the ASX is only just getting used to them.

SBB is transitioning to an Au Company..
 
There are 3 things that are concerns with this stock:
1. Minority holders selling out at any price.
2. CFO resigning.
3. A bunch of small things that essentially add up to - It's Chinese, and there been frauds with Chinese companies before.

All 3 are warnings flags, but none add up to odds of 67% looking at hard data. That's where my manual override analysis stops - it's there to prevent overloading risk and obvious traps, nothing else.

The 3 things listed above happen all the time, and ideally I would have statistics from previous cases so that I could calculate odds properly. I don't, but I am confident the odds are in my favour.

While not part of my decision, for the discussions sake, I will go on further, in reverse order:
3 - yes, there's been Chinese companies committing fraud. I haven't seen anything that definitely proves it. Almost any company can be made to look suspicious with enough effort and I haven't seen anything beyond that. Assigning a base rate risk to it makes sense, I don't know what it is, but I suspect it is less than 10%. This is a standalone risk, however. 1, 2 and this should not be treated together - it doesn't make other factors more suspicious, as this company will always be Chinese. 1 & 2 together are more alarming than on their own, but not 3.

2. Happens all the time. Often followed by profit downgrades/writedowns. Occasionally by bankrupties. Most of the time, it's just a person moving on to another job.

1. Happens as well, but not often in these quantities and for an illiquid stock. There's many explanations, good and bad. I won't try to guess which one, but I will tell a tale of a friend of mine. He owns a private company, incidentally deals a lot with China. Very profitable. He wanted to sell it for a very long time, but finding buyers is difficult. He recently sold a small percentage of it (<10%) to another private investor, at a price roughly equals to a PE of 2. There was no market for his shares and he wanted/needed the money. He could either sell at that price or wait two years, but he made this "illogical" decision, because he had no choice.

His company is a little smaller than SBB and he spent the last 4 years trying to take it public on a major stock exchange. A major one, because he would likely get a higher valuation on it. Certain rules and regulations and his company's individual circumstances has made it a very long process. I am sure that once he lists, he would be happy to sell out at a very cheap price quickly, because he is sick and tired of doing the same thing for the last 20 years.

While this is obviously not the same scenario with SBB, it rhymes. So in my mind, I can very well see a scenario where holders sell out at such prices.

1. Minority holders selling is the biggest redflag but I agree that there can be plausible reasons for it. The example you've given relates to one individual's particular circumstance. SBB is different in that

a). 8 of the 11 minorities are selling (so highly unlikely that they are all distressed on their own accord).
b). They are just minority holders and not owner operator (so they are not tired from building the business for 20 years).
c). The 2012 report stated that Xu was the only director and owner of the business. By the time the share sale agreement was executed in Jun 2013, there were 11 entities plus the MD. So the minorities have only been holding for no more than 6 months (so highly unlikely that they've been waiting a long time for their liquidity).

So to me the probability suggests that something else is at play. One possibility is that it is the MD who's ultimately behind those minority entities and he's selling for reasons a), b) and c) above. But if that's the case it doesn't look good for him to hide his holdings across all these entities.

2. CFO resigning. It's not a good look and it's terrible timing, Yes he was a bit green and they glorified his pen portrait a bit, but on it's own it's not possible to draw any conclusions. May be he's just sick of all the HC posters calling the company to speak with him.

3. The fact that it is in China just makes it harder for the Australian investor to verify things. It doesn't change the intrinsic riskiness of the company on its own, but it should change how one approaches it.

So the question is... if there isn't the escrow selling redflag, are there any reasons to be suspicious? I think there are a few.

- The company is wildly profitable compared to most other listed fashion houses. Look up ratios like NPAT/sales, marketing expense/sales and ROE.
- The IPO was only successful because of a single investor who bought 14,226,000 of the 21,738,000 IPO shares.
- The incomplete story on the company's premise and new head office building.
- There are some inconsistency with the 2012 dividend of RMB 63m declared (and supposedly paid according to page 2 of the Megarich report). On the balance sheet, dividends payable is zero. On statement of change in equity, dividends declared is RMB 63m. On the 2012 cashflow statement, dividends paid was RMB 50m (which is the 2011 figure). On the SBB annual report, dividend paid for 2012 was AUD $7.63m (RMB 63m) in the cashflow statement, which is contradictory to the figure in the 2012 Mega Rich report. And in note 26 of the annual report, dividend paid in 2012 was AUD $9.613m. There is no dividend cashflow for 2013. So is this dividend paid or not paid?
- There are some inconsistency with the related party cashflows. In 2012 MegaRich report, note 26a) and b), net cash of RMB 51,754,849 was advnaced to the MD. In 2012, the MD repaid RMB 2,518,962. Yet in note b), the balance of receivable changed from RMB ~65.5m in 2011 to 0 in 2012. Did the repayment take place?
- Craft suggested that the dividend payable to the MD was netted against his cash advances... which is plausible, but it suggests a set of confused financial statements and serious mingling of private and company interest (which may be OK for a private company). It also doesn't explain how the receivables on the balance sheet (which I assume includes the MD's receivables one) remains such a large number for 2012.
- Grant Thornton's qualifying statements in the back of 2011 and 2010 Mega Rich reports. Basically stating that they were not appointed until 2012 so they can't verify the starting point of the financial statements.

These are the redflags independent of escrow selling. None of them is conclusive by any means.

But putting everything together, to me it spells stay away.
 
Much kudos to SKC. This thing smells fishy as. I am headed over to HC to check out the mass delusion, hand holding and kumbaya chanting.
 
Great post skc, you've really done your homework on this.:xyxthumbs

You might recognise that I stole quite a few of those points from your brain :)

Just a bit of background... I first noticed this stock on 13 June when they got issued a speeding ticket. I looked casually at the numbers which looked really good. I thought that only one or two escrow holders were in liquidation mode and I was going to monitor the volume and buy when either the volume is exhausted or when a positive announcement was made. I also bounced ideas around McLovin... I presented all these points about how the business appears legit and that the MD himself isn't/can't sell. So I was actually on the other side of the fence for a while.

I traded it back on 26 Jun when the positive annoucnement came out, but the unreasonable price action following from that led me to investigate further. From then on it became more about satisfying my curiousity then anything else.

And just to repeat... everything I've presented is for information only. They are not conclusive and they are not advice... it could all still very well be legit and above board, and I reserve my right to change side again should that be proven.
 
You might recognise that I stole quite a few of those points from your brain :)

Just a bit of background... I first noticed this stock on 13 June when they got issued a speeding ticket. I looked casually at the numbers which looked really good. I thought that only one or two escrow holders were in liquidation mode and I was going to monitor the volume and buy when either the volume is exhausted or when a positive announcement was made. I also bounced ideas around McLovin... I presented all these points about how the business appears legit and that the MD himself isn't/can't sell. So I was actually on the other side of the fence for a while.

I traded it back on 26 Jun when the positive annoucnement came out, but the unreasonable price action following from that led me to investigate further. From then on it became more about satisfying my curiousity then anything else.

And just to repeat... everything I've presented is for information only. They are not conclusive and they are not advice... it could all still very well be legit and above board, and I reserve my right to change side again should that be proven.

And what wouold convince you that this is a legit business ??

To me this is a Chinese Business transforming into an Australian business.

Could be good but no garuntees risk reward..
 
And what wouold convince you that this is a legit business ??

There's no single factor that changes it. You've got to take a holistic view, imo.

To me this is a Chinese Business transforming into an Australian business.

Really? Aside from the listing in Australia, there's no real connection to Australia at all. These listing have almost become like a flag of convenience.
 
Really? Aside from the listing in Australia, there's no real connection to Australia at all. These listing have almost become like a flag of convenience.

More Au Directors and Management would be a start.
Even an Australian CFO would be great.

As insto's slowly take a position they will have more bargaining power to appoint to the board.

Just a market you want to be involved in, if successful could be very rewarding indeed...
 
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