Rakuten on December 7
From the honeymoon period to the rebellion, it took less than a year.
Leidi.com learned that Ningbo Guangyuan Juyi Investment, a wholly-owned subsidiary of BESTORE, was formally filed with the people's court on November 27 because the invested company Yichun Zhao Yiming Food Technology *** referred to as "Zhao Yiming") deliberately concealed the company's major matters and damaged the right of minority shareholders to know during the cooperation period between the two parties. At present, the court has accepted the case.
Woe "Zhao Yiming" merged with "Snacks are busy".
On April 11, 2023, "Guangyuan Juyi", "Zhao Yiming", and other relevant parties signed the "Shareholder Agreement on Yichun Zhao Yiming Food Science and Technology", stipulating that "Guangyuan Juyi" will contribute 45 million yuan to "Zhao Yiming", accounting for 3% of the equity, and "Guangyuan Juyi" will become a shareholder of "Zhao Yiming" from that date.
On October 16, 2023, "Guangyuan Juyi" transferred its 3% equity interest in "Zhao Yiming" to Shanghai Yihi Enterprise Management Consulting Partnership (hereinafter referred to as "Yihi Partnership") and Xiamen Heiyi No. 3 Overseas Connection Venture Capital Partnership (hereinafter referred to as "Heiyi Partnership") under the name of Black Ant Capital. Guangyuan Juyi" received all equity transfer payments on October 19, 2023.
Only 22 days after the transfer of equity in "Guangyuan Juyi", that is, on November 10, 2023, "Zhao Yiming" and Hunan Snacks are very busy commercial chain *** referred to as "Snacks are busy") issued a "merger" statement. According to the national enterprise information credit publicity system, the two sides have completed the industrial and commercial change registration on the day of the announcement.
Snacks are very busy" became a shareholder of "Zhao Yiming", with an equity ratio of 8776%。The three affiliated companies of the founder and executive of "Zhao Yiming", as well as "Yihi Partnership" and "Heiyi Partnership", also became shareholders of "Snack Very Busy" company, accounting for more than 35% of the total equity of Snack Busy, and Zhao Ding and Wang Ping'an, the founders of Zhao Yiming, also served as directors of Snack Very Busy Company on the same day.
Zhao Ding, Wang Ping'an and other Zhao Yiming executives used to hold Yichun Kouniao Management Partnership (Limited Partnership), one of the shareholding platforms used by Zhao Ding, Wang Ping'an and other Zhao Yiming executives, completed the registration in Yuanzhou District, Yichun City on September 28, 2023, and the executive partner of the enterprise appointed a representative as Zhao Ding.
Guangyuan Juyi" believes that it is impossible for the two leading enterprises in the mass snack industry, which involve nearly 7,000 stores, have combined sales of more than 7 billion in 2022, and have a current valuation of about 9 billion, to complete all the processes required for the merger in just "22 days", such as due diligence, negotiation, contract drafting, and investor approval, and from the clues such as the establishment time of the shareholding platform, the initiation and decision-making of the merger between the two parties occurred before "Guangyuan Juyi" sold "Zhao Yiming" shares. According to the provisions of the "Company Law", the articles of association and the "Shareholders' Agreement", "Guangyuan Juyi", as one of the shareholders, enjoys the legal rights of knowing, making decisions, inspecting, and preemptive purchases. The legal rights and interests of "Guangyuan Juyi" as a minority shareholder have not been duly respected.
BESTORE pointed out that during the shareholding period of "Guangyuan Juyi", "Zhao Yiming" never consulted the shareholder "Guangyuan Juyi" on the merger with "Snack is very busy", and "Zhao Yiming" and related parties emphasized from beginning to end that the company planned to be listed independently, hoping that "Guangyuan Juyi" would take the initiative to sell its equity. "Zhao Yiming's" deliberate concealment and guidance directly led to the transfer of the equity held by "Guangyuan Juyi" based on the wrong or false transaction background and pricing basis, which seriously damaged the legitimate rights of "Guangyuan Juyi".
On November 21, 2023, Guangyuan Juyi sent a formal letter to "Zhao Yiming", requesting relevant documents related to financial and major decision-making during the shareholding period from April 11, 2023 to October 16, 2023. However, the "Zhao Yiming" company has not replied to "Guangyuan Juyi" and provided relevant documents so far. "Guangyuan Juyi" believes that the above-mentioned behavior of "Zhao Yiming" company not only violates the relevant provisions of the "Company Law" on shareholders' right to know, but also violates the "Equity Agreement" on investors' information rights and inspection rights, as well as the company's special commitment to investors, and seriously damages the legitimate rights and interests of "Guangyuan Juyi" during the shareholding period.
Accordingly, in order to safeguard its legitimate rights and interests, "Guangyuan Juyi" initiated a lawsuit to protect its rights in accordance with the provisions of the Company Law, the Civil Procedure Law and relevant judicial interpretations.
BESTORE said that "Guangyuan Juyi" was in line with the original intention of achieving better development of partners, but it was maliciously deceived, resulting in damage to rights and interests. BESTORE, the parent company of "Guangyuan Juyi", respects fair competition in the industry, and as a public company, it is also obliged to inform the public of the true situation while carrying out the merger.
The rise of new retail giants poses a threat to BESTORE
According to reports, "Zhao Yiming Snacks" and "Snacks are Busy" are both snack brands that have risen in recent years.
Recently, "Snacks are busy" and "Zhao Yiming Snacks" officially carried out a strategic merger, after the merger, the two companies remain unchanged in terms of personnel structure, and retain their respective brands and businesses to operate independently.
Yan Zhou will continue to serve as the CEO of "Snacks are very busy", Zhao Ding will continue to serve as the CEO of Zhao Yiming Snacks, and Yan Zhou will also serve as the chairman of the group company.
Among them, Zhao Yiming snacks CEO Zhao Ding was born in 1989, is a small town youth who did not graduate from high school, once opened a photography store, but lost all his capital after two years of operation, since then, he has been doing the retail industry of the old bank, and founded "Zhao Yiming snacks" in his son's name.
Zhao Yiming Snacks "completed Series A 1 in February 2023With a financing of 500 million yuan, the number of stores nationwide exceeded 1,000, and in October 2023, the number of stores nationwide exceeded 2,500.
According to the announcement, Zhao Yiming's revenue in 2022 will be 121.5 billion yuan, with a net profit of 38.44 million yuan;Revenue for the first half of 2023 was 278.6 billion yuan, net profit of 76.31 million yuan.
According to the analysis, behind the rapid rise of "Zhao Yiming snacks" and "snacks are very busy" in the past two years, there has been a downgrade in consumption in many cities across the country in the past two years, and the snack industry itself has a low threshold characteristic. When consumers realized that BESTORE and Three Squirrels also relied on OEM, they flowed to mass-selling snack brands with more categories and lower categories.
With the completion of the merger of "Zhao Yiming Snacks" and "Snacks are Busy", it also poses a major threat to BESTORE and Three Squirrels, which may change the pattern of the domestic snack industry.
BESTORE reduced prices to cope with industry competition
Compared with the rapid growth of Zhao Yiming's snacks, the development of BESTORE this year has encountered difficulties.
According to the financial report, BESTORE's revenue in the first three quarters of 2023 was 6 billion, a year-on-year decrease of 14%;Net profit 19.1 billion, down 3.3 billion year-on-year43%；The net profit after deducting non-profits was 12.2 billion yuan, down 44% year-on-year.
BESTORE's revenue for the third quarter of 2023 was 201.3 billion yuan, down 4 percent year-on-year53%；net profit was 2 million, down 98% year-on-year;The net loss after deducting non-profits was 2.08 million, compared with a profit in the same period last year.
Recently, BESTORE carried out a management adjustment, Yang Hongchun, chairman and general manager of BESTORE, resigned, and Yang Yinfen took over as chairman and general manager.
Yang Yinfen's new official took office with three fires, and the first fire burned to the "high-end snack strategy" of BESTORE, announcing a big price reduction of its products. The average price reduction of the 300 products of BESTORE was reduced by 22%, and the highest price reduction was 45%, which was also the largest price reduction in the 17 years since BESTORE was established.
BESTORE's price reduction is mainly "focused on snacks with high repurchase rate and cost optimization but no impact on quality", including nuts such as macadamia nuts, pine nuts, pistachios, cashew nuts, etc., meat snacks such as pork jerky, duck neck, grilled sausages, etc., as well as spicy strips, dried tofu, bread cakes, melon seeds and other products with high repurchase rate.
In an internal letter, Yang Yinfen called on BESTORE employees to have a clearer understanding of the current economic situation and the current situation of the company
1. Look at the industry: the shift of online consumption traffic, the intensification of competition, the full flowering of various offline snack models, and the emergence of a series of new species.
2. Look at the user: consumption has entered the era of rationality, the people's money bags are tighter, and the consumption levels of different groups of people are more differentiated and clear, how to meet the needs of different users is also a test in front of us. In addition, the practical problem that consumers think that BESTORE is "expensive" also shows that BESTORE's products must be more accessible to the people, and BESTORE's quality mentality needs to be further consolidated.
Look at yourself: With the development of the company for 17 years, the organization is bloated, people are superficial, and bureaucracy and self-centeredness have emerged. Externally, it is the sluggish development and the decline in scale and profitability.
Yang Yinfen emphasized that BESTORE should improve efficiency and greatly reduce management costs. As with all companies, the disregard for efficiency and innovation, the invisible disease of big business, is spreading in the group. Yang Yinfen once again emphasized the direction of BESTORE: to return to the image of BESTORE as a neighbor, and move towards the route of good quality and close to the people.
Yang Yinfen also called on employees to say less and do more;Spend less time in the office and more in the field;Less meetings, less PPT, more experience, more hard work. Prove your ability with data and results.
From the current point of view, BESTORE's price reduction is making the retail industry "come back", and there will be more exciting stories in the future.
Lei Di was founded by ** Lei Jianping, if ** please in**.