Riad plans to purchase 900 million of two companies

After more than three months of suspension, Liad finally disclosed a restructuring plan. The company plans to invest about 900 million yuan to purchase all the shares of the two companies. Its shares will also resume trading today.

It is understood that the above two companies have individually attacked the IPO with no results, and the business performance in recent years is relatively flat. However, Liad is very optimistic about the prospects of the target company, but also the introduction of employee stock ownership plan financing to participate in mergers and acquisitions.

The total transaction price is nearly 900 million yuan

On the 5th, Liad announced that the company plans to acquire 100% shares of Guangzhou Lifeng Culture Technology Co., Ltd. (hereinafter referred to as LiFeng Culture) and Beijing Jinlixiang Yicai Technology Co., Ltd. (hereinafter referred to as Jin Lizheng) and raise funds. Supporting funds.

According to the “assessment report”, with reference to September 30, 2014 as the base date, the book value of the net assets of Li & Fung Culture was 284.5 million yuan, and the assessed value of its 100% shares was 681 million yuan, and the appreciation rate was 139.05%. After consultation between the parties to the transaction, the 100% share price of Lifeng Culture was 647 million yuan. Taking September 30, 2014 as the base date, the net book value of Jin Lixiang was RMB 254 million, and the valuation value of Jin Lixiang’s 100% shares was RMB 262 million, with an appreciation rate of 3.19%. After negotiations between the parties to the transaction, it was finally determined that the 100% stake in Jin Lixiang was 243 million yuan, which was similar to the sale at parity prices.

In this transaction, the total price of the two companies that Liaard intends to acquire is 890 million yuan. The listed company will purchase through issuing shares and paying cash. In order to realize the transaction, Liader intends to increase the number of shares to 40.09 million shares to the counterparty, the issue price of 17.65 yuan / share, used to pay part of the acquisition consideration.

At the same time, Liad also launched an employee stock ownership plan to subscribe for additional shares to raise matching funds, including Liaard chairman Li Jun and other 12 senior executives and the company's core backbone will participate in the plan. It is reported that the total amount of matching funds does not exceed 238 million yuan, the issuance price is 21.31 yuan per share, and the number of shares issued is not more than 11.18 million shares. Of this, RMB 175 million was used to cover the cash consideration portion of the transaction, and the remaining funds would be used to cover transaction agency fees and additional liquidity.

Both companies have hit IPO

In fact, Liad previously did not hold shares in the company, Li Feng Culture and Jin Lixiang. After the transaction is completed, both companies will become Liaard’s wholly-owned subsidiary. Liader believes that the aforementioned mergers and acquisitions are in line with the development strategy of listed companies, and the company will provide customers with more products and solutions in the related fields of LED culture media.

According to the statistics, LiFeng Culture was established in 1997. It is a leading provider of comprehensive services for research, development, production and sales of high-end cultural performing arts equipment, system integration and integrated solutions, concept planning and creative design. Jin Lixiang was founded in 2005. As the leading LED stage visual effect service provider and LED equipment rental provider.

Both Lai Fung Culture and Jin Lixiang have had an independent impact on the A-share market. Both submitted IPO application documents to the China Securities Regulatory Commission in September and December 2012, and both received the Notice of Acceptance. However, it is regrettable that the dreams of the two companies listed separately have failed. Lifeng Culture applied for withdrawing listing application documents due to its intention to transfer the board; Jin Lixiang withdrew listing application documents due to the decrease in 2012 net profit compared to 2011.

From the financial data, in 2012, 2013 and the first three quarters of 2014, the operating income of Li & Fung Culture was 220 million yuan, 242 million yuan and 183 million yuan, respectively; the net profit after deduction was 19.643 million yuan and 17.4456 million yuan. And 162.282 million yuan. In contrast, the operating status of Jin Lixiang was not very satisfactory. During the above period, the company completed operating income of 181 million yuan, 171 million yuan and 75,416,800 yuan; after deducting non-realization, it achieved a net profit of 21,818,600 yuan, 8,839,800 yuan and a loss. 100.433 million yuan.

In order to ensure performance, Zhou Lihe, Zhu Xiaoli, Dai Xu, and Elite Investment have promised as compensation obligors. The non-deductible net profit audited by the company during the period from 2014 to 2017 was RMB 28 million, RMB 54 million, RMB 64 million and RMB 76 million. yuan. In addition, five natural persons such as Lan Xia and Li Wenping promised that Jin Lixiang’s audited non-net profit from 2015 to 2018 was 19 million yuan, 24 million yuan, 29 million yuan, and 34 million yuan. If the performance standard is not fulfilled, the relevant party will compensate by shares or cash.

In addition, Liader released performance forecast on the evening of Wednesday (December 31). It is expected that net profit in 2014 will increase by 90%-110% from the same period last year to reach RMB 152 million-16.8 million. The net profit for the same period last year was 802.252 billion yuan.

Liad said that during the period, the company's LED pitch TV orders were nearly 670 million yuan, an increase of about 103% compared with the same period of last year; overseas orders were nearly 350 million yuan, an increase of nearly 75% compared with the same period of last year; mergers and acquisitions companies had significant synergy effects, Jinda Lighting In addition, Liaard video exceeded its profit promised in 2014, and the government subsidy amount exceeded 30 million yuan. Therefore, the operating income and net profit of this period have increased significantly.