On December 12, 2023, PAG and Dalian Wanda Commercial Management Group jointly announced the signing of a new investment agreement. PAG will work with other investors to reinvest in Zhuhai Wanda Commercial Management after redemption by Dalian Wanda Commercial Management Group at the end of its 2021 redemption period. In August 2021, the existing investors invested approximately RMB38 billion in Zhuhai Wanda Commercial Management, of which PAG invested approximately US$2.8 billion (approximately RMB18 billion), and the existing investors had the right of redemption at maturity in the original investment arrangement.
This means that before the deadline for Zhuhai Wanda Commercial Management's listing in Hong Kong approaches, the VAM pressure on Wanda's listing has been eliminated.
Screenshot of Dalian Wanda's official website.
According to the information disclosed in the previous prospectus, Zhuhai Wanda Commercial Management's institutional investors include 22 companies, including Zheng Yutong's family, Country Garden, CITIC Capital, Ant, Tencent, and PAG Investment Group, and these investors invested about 38 billion yuan in Zhuhai Wanda Commercial Management in August 2021, of which PAG's investment was about 2.8 billion US dollars (about 18 billion yuan). According to the content of the previous VAM agreement, if Zhuhai Wanda Commercial Management fails to complete the listing by the end of 2023, Wanda Commercial Management is obliged to repurchase shares from the above-mentioned investors. If Zhuhai Wanda Commercial Management is unable to go public by the end of this year, a repurchase agreement will be triggered, and Wanda's cash flow may also be under pressure.
According to the new agreement, Dalian Wanda Commercial Management holds 40% of the shares, making it the single largest shareholder, and several existing and new investor shareholders such as PAG participate in the investment, holding a total of 60% of the shares. Wanda will work with PAG and other important shareholders to further optimize the company's corporate governance, maintain the stability of the management team, and jointly support the company's long-term development. The new agreement reflects investors' high affirmation of Zhuhai Wanda Commercial Management's growth potential and high recognition of its operating capabilities.
Zhuhai Wanda Commercial Management currently manages 494 large-scale commercial centers in 227 cities at and above the prefecture level across the country. In the past two years, the number of commercial centers managed by Zhuhai Wanda Commercial Management has grown from 417 to 494, with an average annual growth rate of 9%. Zhuhai Wanda Commercial Management is now the world's largest commercial management company in terms of commercial area under management.
Since the investment of existing investors in 2021, Zhuhai Wanda Commercial Management has exceeded its performance target for three consecutive years, with after-tax income of 23.5 billion yuan in 2021, 27.1 billion yuan in 2022, and 29.3 billion yuan in 2023 (estimated), with an average annual growth rate of about 12%. Profit after tax was $5.3 billion in 2021, $7.5 billion in 2022 and $9.5 billion in 2023 (estimated), with an annual growth rate of 34%. In the past three years, the company has paid a total of about 10 billion yuan in taxes, and dividends to shareholders are 4.6 billion yuan in 2021, 6.7 billion yuan in 2022 and 8.5 billion yuan in 2023 (estimated).
According to the Daily Economic News on November 30, the reporter learned from people familiar with the matter that Dalian Wanda Commercial Management Group *** hereinafter referred to as Wanda Commercial Management) previously announced the 600 million US dollars debt adjustment repayment plan has been approved by the required number of votes and to meet the quorum requirements, and the support ratio among investors participating in the voting reached an overwhelming 993%, which met the vote requirement nearly half a month ahead of schedule.
Previously, on November 21, Wanda Commercial Management issued an announcement announcing that it would adjust the repayment of the US$600 million debt due in January 2024 of its subsidiary Wanda Real Estate International *** to December 29, 2024, and plan to repay it in four installments within 1 year, without involving other public debt adjustments, with an early bird consent rate of 1% and a general consent rate of 025%。After the announcement of Wanda's US dollar bond repayment plan, the bond's trading in the secondary market** remained stable, reflecting the market's confidence in the adjusted repayment plan. The reporter noted that up to now, the balance of Wanda's domestic and foreign public bonds has dropped sharply compared with the peak period, and so far, all public bonds have been paid as scheduled, and none of them have defaulted.