Life is your own, and you have to live as you are. Even if it is a pool of stagnant water, it will make waves - Chu Yuanxi.

In January 2018, the office of the president of Xiaokang Life.

said that it was an office, but it was actually a huge multi-purpose hall, but at this time, there was only Chu Yuanxi alone in the empty hall. Everyone was kicked out, the smart speaker also closed his mouth in amusement, Chu Yuanxi collapsed on the sofa like Ge You, his bones were out of energy, and he thought about life: What are you trying so hard for?

He had just interrupted a fierce tear.

Because the domestic stock market does not accept the "weighted voting rights" of listed companies' shares, if you want to IPO in China, you must solve the historical problems left by the well-off - two-tier shareholding structure and different voting rights for the same shares (Tip 1).

(Author's note: At the end of the chapter, some tips are written to explain these proper nouns, it doesn't matter if you don't read it haha.) ）

Share reform (tip 2) has always been a topic of secrecy in this cutting-edge Internet giant that has been established for less than two years. As the well-off rises like a rocket, the closer it is to the listing threshold set by Chu Yuanxi, the more sensitive this topic becomes.

Because the hungrier and thirstier the company was, the greater the resistance to the share reform now, so that the president could no longer get the investors, and whoever nagged him would make the president feel sorry.

said that the share reform will inevitably change shares, and there are many investors who firmly stand in the same trench as him, such as his financier Bole - Yuan Jing and Yuan Alfalfa brothers and sisters of Zhengde Fund. But there are also short-sighted, holding such a little insignificant right to hold preferred shares, always wanting to eat more and occupy more, one by one lions open their mouths, eager to jump to the moon to open the conditions for stock exchange, it is simply wonderful.

What about those who hold common shares? Only accept the ratio of 1:1 to the preferred shares, everyone is preferred shares, and they are all happy.

They sit firmly in the Diaoyutai and cannot exchange shares at a ratio of 1:0.99. The share reform wants to shrink Lao Tzu's shares?

For them, dreams are always necessary, what if Chu Yuanxi compromises? If it doesn't work, it will be consumed, if it is not this year, it will be next year, and even if they are happy to be well-off, they will be listed later, with today's momentum, the valuation will be higher later.

They don't think about how many potential opportunities will be lost to a well-off life if they go public a year late, and it's good now!

At that time, the Xiangjiang Exchange missed Ali because it did not accept the different rights of the same shares, and later regretted the intestines of the Xiangjiang Exchange. What does this mean from the side? It shows that Ali has not solved the problem left over from the history of different rights of the same shares, which shows that this problem is really difficult to solve! Now it is Chu Yuanxi's turn to have a headache.

Chu Yuanxi's head hurts a lot! Because of the two-tier shareholding structure, as the president with low shareholding but extremely heavy voting rights, the company's ordinary major and minor matters can be decided in a word. However, when it came to the share reform, he did not have enough funds to liquidate the uncooperative investors, even if the behemoth Zhengde Fund was his concerted actor.

This is the pot left in the early days of the business, and he can only carry it himself.

Xiaokang is an asset-heavy start-up, established in early 2016, with convenience stores + shared bicycles two cash crushers as the entry point to obtain big data, first form a currency cycle, and then rely on cycling games and artificial intelligence to drive the use of community socialization, and then rely on the ultimate social segmentation to break through the social chain barriers of the penguin system in one fell swoop, and become a challenger that Penguin Ali must be wary of.

The current well-off valuation is in the hundreds of billions, and the value is here.

In order to be able to speed on this empty track, the company was naturally extremely hungry for cash in the early days. Needless to say, the model convenience store is very profitable after it is done, but it is promoted from scratch and burns money!

After several rounds of financing, gambling, and incentives (tip 3), his own shareholding ratio has been fluctuating in the tens of percent from beginning to end, which has also caused Xiaokang's equity to be very dispersed and investors diverse.

In this case, it is precisely because of the two-tier shareholding structure that he can guarantee that his own voting rights are higher than 70%, so that he has a firm grip on the company.

When the flowers are blooming, this is not only not a shortcoming, but the highlight of the company, Chu Yuanxi and investors have fulfilled each other, and also created a good story in the domestic Internet circle!

Good story, good peat! Ideal can produce good story. Before this incident, Xiaokang was very ideal, and said that he wanted to be each other's angels, but today, the angels took off their masks, and Chu Yuanxi had to face the reality.

At the beginning, this pot with different rights of the same share floated up to the clouds with him, and now his backhand is a smash, splitting his head and covering his face.

The two investors almost fought, and in the end, the firepower was concentrated on him, and Chu Yuanxi also had his own pain.

Because he has always adhered to the goal of listing in China, the investment agreement will always include a liquidation plan (tip 4), and he has long been on guard against this day.

The only thing needed for liquidation is money. However, the time is also lucky, the development of the well-off is too fast, faster than Chu Yuanxi's most ideal expectations, so fast that his ability to raise liquidation funds can not keep up with the speed of valuation increase, and the liquidation plan has completely become empty talk.

"Scum, you're all scum!" he clenched his fists, his eyes like a torch. At some point, he really wanted to broadcast today's meeting live, so that the entrepreneurs who are still on the road can take a good look at how they get the eggs when they are big!

This is an era of big data + artificial intelligence, and it is a paradise for entrepreneurs, but fate has also secretly marked the price of success in the dark.

On the premise of being beneficial to the company, Chu Yuanxi has always considered investors, but now he is out of control. He can't balance everyone's interests unless he sacrifices his own stake and that of management, which is what the scumbags are doing.

This is certainly impossible!

"Why am I working so hard? Listing, going to Nima's market! What am I trying to do!"

In fact, he still has a last resort to complete the liquidation, as long as he is willing to pledge his shares to the bank, then the banker will step through the threshold of being well-off. But this is a seven-wound fist, and after all, Xiaokang's rise time is too short, and his internal strength is not enough to support it. After the liquidation, if there is any mistake in the listing process, or even as long as the process is delayed more than expected, he will become the biggest laughing stock from the "Internet pole of the Celestial Empire".

Chu Yuanxi roared, and then retracted back into the sofa. In fact, who can be blamed? It is not caused by his insistence on listing in China? Domestic listing is his ideal, if he loosens his mouth, he will go to Hong Kong for an IPO half a year ago, anyway, the VIE structure will be dismantled after the problem of double-tier equity is solved at Yuan Yu's insistence.

Listing can make the well-off develop by leaps and bounds, and can realize many key mergers and acquisitions that cannot be promoted now, and can make Chu Yuanxi make great strides to realize his ideals. But the reality is a quagmire, and the ideal clear stream is injected into the quagmire, and there will always be a day when it will be polluted.

Like today.

It's quite late, the well-off headquarters is located in the prime location of the imperial capital, and outside the window is a long night road on one side, and thousands of lights on the other.

Unsatisfactory things are often eight or nine, but there are no two or three people who can speak. On this night, he felt very lonely, and there were many bedmen with long breasts and thighs, and there was no one who could listen to him.

He simply lay down on the sofa, opened Douyin and brushed it up.

Chu Yuanxi is very addicted to Douyin, and there are hundreds of millions of bean sprouts in China, but it is quite rare for him to find out the background sounds of Douyin hits one by one.

Of course, this is due to the fact that he has an assistant to the president to call, and he will definitely not be able to do such a bad job as recognizing the background sound and then taking the right seat. Those that are recognizable are okay, some background music clips can't be identified by sound recognition software at all, so you have to ask grandpa to tell grandma to do a human flesh search.

Picking up the new BGM list printed by the assistant sister from the coffee table, Chu Yuanxi glanced at it, it's so long! One of it was also marked with a big red ×, which was her saying that she really tried her best.

Chu Yuanxi could imagine the diss expression on the young lady's face.

"Well, only one hasn't been found, hard work......"

He knew how tired this kind of human flesh search was, and silently gave the young lady a thumbs up.

In fact, the young lady has not struggled, but she is reluctant to resign for this matter. However, everyone knows that Chu Yuanxi is a "gentleman who can be bullied", so the young lady even questioned him face-to-face that the chairman of the board of directors did not do his job during work hours and brushed Douyin!

It's a pity that Chu Yuanxi easily went back: Douyin, it's just a pastime for you (young lady: No! I don't, I don't play), but for me it's an investment outlet. If you don't have the consciousness to know what the hottest vent is doing anytime and anywhere, you won't have the power to become a giant at all. So, I'm getting down to business.

This excuse formed a 10,000 critical hit on the young lady.

Chu Yuanxi, since he quit his original job in 2014 to join the bike-sharing company to start a business, he has bet twice on the potential outlet, spent a lot of money in four years, and has been sailing all the way, and now he is indeed qualified to call himself an Internet giant. Since he has decided to be shameless, what else can the young lady do except roll her eyes and say that I believe in you?

In fact, Chu Yuanxi really thought so at the beginning, the hottest outlet can not be invested, but you can't help but understand, this is the basic skill.

Then after coming and going, he was brainwashed by the piercing magic sound of Douyin.

Douyin, it can make people forget the pain for a short time, and it can make people focus on it instantly, and there is a deep knowledge hidden in it. Chu Yuanxi didn't want to anesthetize himself with spiritual opium, but at this moment, he really needed to escape from reality for a while.

It's just that when it comes to Chu Yuanxi, the reality is really not so easy to escape. Although the magic sound was pervasive, his thinking couldn't be around: "At the beginning, it would have been better if I hadn't been so eager for quick success...... If there is no well-off in the world today, how good it would be for me to build a well-off again......"

His consciousness was a little blurred. In fact, he is very tired for a while, and tearing up with investors is the second consuming brain cell, second only to tearing up with partners.

He wanted to sleep like this for a while, and then, he felt that he had suddenly entered a wonderful state, all kinds of sensations gradually faded and lightened, and the sound in the smart speaker was also slowing down, and every note was like being decelerated by magic, becoming incomplete.

Then he felt his eyelids sink deeper and deeper, his vision blurred, and then, as if he was floating, once, twice, and his consciousness blurred......

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I saw that some readers reacted greatly that they didn't understand it after reading the first chapter, and even didn't understand it after reading it three times, and they were guilty of sin.

So I decided to explain some financial terms as some tips. It has nothing to do with the text.,You can skip it directly if you understand this knowledge.,Even if you don't understand, you can skip it directly.,It doesn't affect reading.,Just like the content of the short video written later.,Those Douyin and volcanoes and the like you can skip reading directly if you don't understand.,Ahaha.。

Tip 1, Two-tier shareholding structure: The so-called two-tier equity refers to the two rights of the shareholders of the enterprise, namely the right to vote and the right to dividends.

Dividends are the dividends after the company's profits, which is a right that cannot be deprived no matter what, and voting rights represent the right to run a business, many people do not attach importance to this part of the right when making financial investments, but the founder of the company will inevitably pay attention to it.

If the voting rights are not controlled, the founders can easily be deprived of the right to run the business, or even kicked out of the company, such as Steve Jobs, who was swept away by Apple for not paying attention to this right. It's just that later Apple didn't do well and had to invite the sect leader back.

Therefore, many start-ups separate these two rights, and stipulate the types of shares that investors can obtain at the time of financing, which are usually divided into two categories, generally known as Class A shares and Class B shares, the voting rights of Class A shares are one, and the voting rights of Class B shares are ten, and one vote is ten votes for others, but the dividend rights of the two shares are the same. The founders hold Class B shares, and even though the investors have more equity, the voting rights are still controlled by the founders.

In this article, to avoid confusion, the two types of stocks are referred to as "preferred shares" and "common shares". In fact, the so-called preferred shares and common shares have a special meaning in the stock market.

In some cases, the investor is only entitled to dividends and the voting rights must be given to the founders in accordance with the agreement.

Many domestic giant companies are actually in this kind of equity structure, for example, the shareholding of the unknown wife and beauty is only more than 10% in a certain east, and the voting rights are 70%, while Ali is more extreme, Ma Papa holds only 7% of the shares, but the voting rights are extremely high, and it is also a two-pronged approach, and at the same time it accounts for about the voting rights of some investors.

Tip 2, share reform: The so-called share reform is an operation to change the equity form of the enterprise. In the domestic A-share market, the share reform is a sign, in the past, the old listed companies were distinguished between "tradable shares" and "non-tradable shares", non-tradable shares can not be traded in the market, through the share reform, non-tradable shares for a certain range of "share reduction", and then change the attributes to tradable shares, can be listed and traded.

So far, there are still listed companies in the A-share market that have not undergone share reform, and their names start with S, such as S Giti. The usual reason for the failure of the share reform is that the two shareholders cannot reach an agreement and the number of shares cannot be passed.

The share reform mentioned in this chapter is also an adjustment made by enterprises in order to be listed on the A-share market. The A-share market does not allow companies with a two-tier shareholding structure to be listed, so if a company has this structure, it needs to negotiate with all parties holding shares, and after all parties reach an agreement, the difference in voting rights will be canceled, that is, they will all be replaced with the same class of shares, so that the IPO declaration is allowed. At this time, it requires some wisdom and strength of the founder, and sometimes it is also necessary to endure and bear some sacrifices and losses.

As stated in this article, investors who hold Class A shares are not eligible for a share reduction. Those who hold Class B shares have large voting rights and do not accept unconditional equality, so the interests of the two parties are seriously opposed.

Tip 3: Financing, VAM, Incentives and Valuation: These are all necessary steps in the development of a business. Financing means that the enterprise needs money and does not want to take out a loan, what should it do? When injecting capital, it is necessary to first conduct a round of tearing for the current value of the company, and after the investor and the company reach an agreement, the investor will raise the financing in proportion to the current valuation.

For example, if a company's current valuation is 100 million yuan, and this round of financing is 50 million, it means that investors need to take out 50 million yuan of real money to inject into the company. Then, the valuation of the company became 150 million (100 million initial value + 50 million cash), and the proportion of investors holding the company's equity was 33.33% after financing.

VAM is a game between investors and business operators in the process of financing, stipulating that at a certain time after financing, the enterprise needs to meet a certain performance index, which can be profit, valuation, whether to go public, etc., in short, it is a condition.

If the enterprise fails to complete the VAM conditions within the agreed time, then the enterprise operator has to pay the investor something, such as how much equity or how much cash, and conversely, if the VAM is completed, the investor needs to reward the enterprise operator with something.

Incentive is a reward scheme introduced in the process of business operation in order to stimulate employees, management or founders, similar to VAM, after completing a certain condition at a certain time, the incentive object will receive certain rewards according to the contract, usually options. The difference between incentives and bets is that they are not completed and will not be punished according to the agreement.

Tip 4, Liquidation: As mentioned earlier, some wisdom of the founders is needed when carrying out share reform, and experienced founders will directly reflect this wisdom in the contract to investors when raising funds, that is, when I take out something, I can directly recover your equity according to the contract. This is usually cash, which can be directly agreed upon or calculated at a current valuation.

If the investor feels that this condition is suitable, he will still invest, and the liquidation belongs to the villain before the gentleman, which is a very common clause.

The seven wounds that Chu Yuanxi, the protagonist of this book, dare not use are to use his own equity to pledge to the bank for cash, and use cash to liquidate uncooperative small and medium-sized investors.