This article is from the WeChat public account: DsstCapital , author: Chai good news, from the title figure: vision China
On December 2, 2019, the twists and turns of Gaofeng Capital officially became Gree’s new largest shareholder and has the right to nominate three directors. Gree started a new journey.
After nearly 8 months, the “heavyweight” A-share transaction in the center of the topic vortex is finally settled.
In the evening of December 2, 2019, Gree Electric (000651.SZ) announced that the controlling shareholder and actual controller of Gree Electric As a result of the change, Gree Group changed from 18.22% of Gree Electric’s total share capital to 3.22%, and Gaofeng Capital became the new largest shareholder. According to the latest report on changes in equity, the transfer price is 46.17 yuan per share, and the total price of the transferred shares is 41.662 billion yuan.
According to Gree Electric’s announcement, Zhuhai Mingjun will have the right to nominate three directors among the nine directors of Gree Electric. At the same time, Zhuhai Mingjun agreed to advance the equity incentive plan for management and other companies with no more than 4% of the company’s shares.
According to Gree’s latest closing price, this equity incentive will reach nearly 14 billion yuan. Regarding the rumors that “Dong Mingzhus are welcoming 14 billion red envelopes,” Meng Chuan, a PE institution partner, told CIC that this statement is not accurate.
“Because the incentive method has not yet been determined, the company expects to implement various factors agreed in the ‘no more than 4% equity incentive plan’ (such as stock specific Quantity, conditions required to complete the incentive) have not been determined, and there may also be changes in the exercise price, the amount of incentives, etc. “Meng Chuan explained to Investment Network. (Hereinafter referred to as “Gezhen Investment”) through the transfer of Zhuhai Yuxiu’s equity, transfer of Zhuhai Xianying’s limited partnership share, and Zhuhai Mingjun’s limited partnership share, respectively in Zhuhai Yuxiu and Zhuhai Xianying Zhuhai Mingjun enjoys the corresponding rights and interests, and has reached a transfer agreement arrangement with Zhuhai Botao regarding Zhuhai Mingjun’s share.
CVSource investment data shows that GZ Investment was established on September 26, 2019, with a total of 18 shareholders, of which Dong Mingzhu is the major shareholder and the shareholding is 95.2%; Huang Hui, Executive President of Gree Electric, and Vice President of Gree Electric President Zhuang Pei, Tan Jianming, Wang Jingdong and Chen Weicai held 0.79%, 0.63%, 0.55%, 0.24% and 0.08% respectively.
This time, Gaofeng Capital, through the acquisition of Gree Investment, held a 41% stake in Zhuhai Xianying, the main fund manager used to acquire Gree, and a 41% stake in Zhuhai Xianying GP, Zhuhai Yuxiu, and the acquisition. 6.3794% of the direct holding fund, allowing it to lock in the interests of Gree’s management.
Meng Chuan explained to China Investment Network, “The management fees and remuneration of this fund, especially 41% of the excess income, will be included in Gezhen Investment, and 6.3794% of the fund’s LP income will also be included. Gezhen Investment. “
At the same time, after the transaction is completed, Gree will also conduct an equity incentive plan for management and key employees that does not exceed 4% of the shares of listed companies. “On the one hand, Gao Capital can motivate employees on the market value and performance of listed companies, and on the other hand, it can lock the management of listed companies at the level of fund returns.” Meng Chuan told China Investment Network.
Zigzag “easy main road”
“Gree’s largest shareholder” Gao Yong Capital’s ownership can be described as twists and turns.
Gree Electric announced on April 8, 2019 that Gree Group, the controlling shareholder, intends to negotiate the transfer of 15% of the total share capital of Gree Electric held by Gree Group through public solicitation of the transferee. After the transfer is completed, the company’s controlling shareholder and actual controller may change.
For a moment, the PE ring boils. “Gree’s change of ownership can be called an A-share ‘heavyweight’ transaction.” When the transaction was not settled, Meng Chuan told CNBC.
On May 22, 2019, the luxury of the Gree investor meeting lineup is enough to prove the weight of this transaction. On the day, a total of 25 institutional investors participated in the meeting, including well-known institutions such as Baidu, Temasek Holdings, Gao Ye Capital, Houp Investment, Boyu Capital.