The share price of Gree Electric Appliances fell 7%, falling below 31 yuan shares, hitting a new low in the year, all because of Yinlong, what is going on?On the evening of December 19, Gree Electric announced that the company would acquire Gree Titanium New Energy Co., Ltd. 2454% of the shares, trading **101.5 billion yuan, there was an uproar as soon as the announcement came out, and the investors in the post bar were ready to run away.
Sure enough, after the opening of the market, the stock price opened low and went low, running for a 7% decline, the market value evaporated by more than 13 billion, the acquisition of shares cost 10 billion, the market value evaporated by another 13 billion, and all of a sudden 14 billion, why did investors react so much?
The answer lies in the acquisition target, as of the end of June this year, the net assets of Gree Titanium New Energy Company are only 06.6 billion, while the valuation of this acquisition is as high as 41400 million yuan,The acquisition premium is as high as 6100%.It is uncommon for such a high-premium acquisition to be placed in the entire A-shares.
Less than 100 million things, you sell me 4.1 billion, how is this account calculated?This company not only has low net assets, but also poor performance, with revenue of less than 2.6 billion last year, but a loss of 1.9 billion, and continued to lose 1 in the first half of this year700 million, net assets have lost to 06.6 billion, if there is no improvement in the second half of the year, the net assets will go to zero, just like this company,How is it valued at 4.1 billion
Gree Titanium New Energy Company is the previous oneYinlong New EnergyThe old shareholders of Yinlong should have heard that Dong Mingzhu, the chairman of Gree Electric Appliances, has been affectionate to him for a long time, and now holds 17% of its shares, which is the second largest shareholder after Gree Electric Appliances.
Dong Mingzhu wanted to acquire Yinlong with Gree Electric Appliances a few years ago, but was rejected by small and medium-sized investors at the shareholders' meeting, and it was also at that shareholders' meeting that Dong Mingzhu rarely bombarded shareholders:I don't pay dividends, what can you do to me
Facts have proved that the small and medium-sized shareholders vetoed the proposal to acquire Yinlong that year was very wise, and avoided huge losses for Gree Electric Appliances.
Back in 2016, when Gree Electric planned to acquire 100% of the shares of Yinlong New Energy with 13 billion **, opening a new track of new energy, although new energy is a good track, but Yinlong is not a good enterprise, and soon, Yinlong Company had major management and operational problems.
After Gree Electric's proposal to acquire Yinlong was vetoed by small and medium-sized investors, Dong Mingzhu was still very persistent, and immediately invested in Yinlong with personal funds after the shareholders' meeting bombarded shareholders, holding 1746%, if it is just like this, then it also shows that Dong Mingzhu is courageous, after all, he is using his real gold to verify his business judgment.
However, Dong Mingzhu's idea is obviously not so simple, she still wants to put Yinlong into a listed company, and soon, the opportunity came, in 2021, Yinlong's equity was auctioned, and Gree Electric Appliances sold for 182.8 billion yuan was auctioned for 3047% equity was formed600 million yuangoodwill. This time, Yinlong's valuation is 6 billion, compared with 2016 shrinkage of more than 50%, if the acquisition proposal is passed, it will cause significant losses to the company, a loss of 7 billion.
In 2021, after Gree Electric auctioned 30% of Yinlong's shares, Dong Mingzhu held 1746% of the equity voting rights are entrusted to Gree Electric Appliances, then Gree Electric Appliances will become the controlling shareholder of Yinlong, and Yinlong will become a subsidiary of Gree Electric Appliances, and the financial statements will be consolidated.
Due to poor management, in 2022, Yinlong will be carried out 1500 million yuan of goodwill impairment provisions, but the actual loss is far more than that, at the end of 2021, the identifiable assets of Yinlong attributable to Gree Electric Appliances were 1.2 billion, but now the net assets are only 06.6 billion, the identifiable net assets attributable to Gree Electric are only 20 million, which means that Gree Electric 2 years ago 18$2.8 billion acquisition has1.8 billion was lost, and there is less than a fraction left.
After all, in 2016, it escaped a catastrophe and avoided a loss of 7 billion, and even if it persists in the pit again in 2021, it will only lose 1.8 billion.
For small and medium-sized shareholders, it is obvious that Dong Mingzhu's determination is underestimated, and now Yinlong has 0The net assets of 6.6 billion yuan were even greatly valued at a high valuation of 6100% at a premium, and it cost 10 again$1.5 billion to acquire 2454% of the shares.
And this is not over, according to the announcement, in the next 12 months, Gree Electric will also acquire the shares of the remaining shareholders (except for Dong Mingzhu's shareholding), the remaining number of shares is 2753%, at the current valuation, almost 11400 million yuan, which means that in the next 12 months, Gree Electric may have to spend up to 11400 million yuan to acquire Yinlong.
It seems that Gree Electric will not give up on the complete acquisition of Yinlong, but the shareholders have no choice, because the acquisition proposal only needs to be approved by the board of directorsIt does not need to be voted on at a general meeting of shareholdersThe result is that the stock price fell by 7%, and today not only the stock price fell sharply, but the transaction volume also reached nearly 4 billion, which is usualFour or five times, which shows how big the disappointment of shareholders is.
Imagine what would happen to Yinlong if Gree Electric didn't acquire Yinlong?It is likely to go bankrupt, but Gree Electric has continued to increase its holdings of its **, providing opportunities for the original shareholders to cash out, and relying on the huge Gree system to transfuse it, but a few years have passed, and now the business is still not optimistic, the revenue cannot go up, and the net assets are almost gone.
According to the investment agreement, in 2015, Sunshine Insurance invested 1 billion yuan in Yinlong New Energy, and signed a performance VAM at that time, and the performance did not meet the standard, and it was necessary to pay 1 billion yuan in principal and 1500 million yuan in interest, totaling 11500 million yuan, Yinlong New Energy (now Gree Titanium New Energy) will bear indirect responsibility, because Dragon Group has been on the verge of bankruptcy, and the former chairman Wei Yincang is no longer in the country, then the final debt repayment burden is likely to fall on Gree Titanium New Energy.
In the future, once the lawsuit is settled, Gree Titanium New Energy will become a negative asset, insolvent, and the acquisition of Gree Electric Appliances will come to naught, Gree Electric has invested 2.8 billion yuan in cash for this, and may invest 1.1 billion yuan in cash in the next 1 year.
For such a debt-ridden enterprise, if you really want to revitalize its assets, then the best way should also be through private placement, that is, to invest funds in the company for research and development, Sales and operation, rather than receiving shares from the original shareholders, this seems to give other shareholders the opportunity to cash out, and Gree Electric spent billions of dollars, but not a penny into Yinlong's account, which is not of much benefit to Yinlong's operation.
Now everyone is concerned about whether Gree Electric will acquire Dong Mingzhu's shares in Yinlong in the future, if it is acquired, it will cause great controversy, but even if it is acquired one day, small shareholders have nothing to do, since they can acquire the shares held by other shareholders, why not acquire Dong Mingzhu?The probability of approval at the board level is very high.
Everything is legal, the independent directors have issued professional opinions on this matter, and the independent directors believe that the transaction is reasonable and fair, and does not harm the interests of the company and minority shareholders.
Minority shareholders have nothing to do but vote with their feet!