At the long banquet table, Gu Kun and De Soray each sat at one end, and their confidant lawyers and one financial officer each sat on either side of the table.

After three rounds of drinking, the scene was still elegant, and Mr. Soray gradually talked about the core interests of the issue of new shares:

"With regard to the size of private placements, the Dutch securities law provides for a cap of no more than one time of the original share capital. In other words, before the capital increase, Gucci's current market value was more than 7 billion euros, and after the doubling of the issuance, the total share capital rose to a market value of 15 billion euros.

At the same time, the proportion of shares of the previous owners will be reduced by half. Before the privatization offer, Arnault held 36 per cent, and after the privatization offer, he swallowed up a significant portion of minority shareholders, increasing to 54 per cent.

As long as I double the private placement, Arnott's shareholding will be reduced to 27%, and our management team, and other minority shareholders who will always support the management team, will hold a total of 32% in the past, which will be reduced to 16% later.

And you Lanfang people, I remember that it took more than two years to sneak around and get almost 14% of our equity, right? After the private placement, the 14% will also be divided by two to become 7%, but 50% of the new issuance is all yours, so your total shareholding afterwards is 57%.

However, the voting decision-making power of the additional part is to be delegated to the current management team, and you only have 7% of the voting decision-making power and 57% of the dividend right to cash out. ”

The reason why the Dutch securities law stipulates that the "private placement" of the "triggering a counter-hostile takeover" element cannot exceed one time of the original share capital is also due to the actual need to regain control of the company.

Because at most, as long as it is doubled, then the new part of the equity will be as much as the sum of all the previous equity, and everyone will open it. It is impossible for the promoter not to occupy a single percentage of the original share capital, so dividing the original share capital by two plus 50% will definitely exceed 50%, and you can definitely take back control of the company.

If more private placements are allowed, it may infringe on the interests of other minority shareholders and cause them to be highly diluted.

In fact, in many cases, even if this clause is triggered, most management will not really double the issuance, and spend a little less money to achieve the goal.

In contrast, Gu Kun is more concerned about how the funds injected after the private placement will be used, so he asked sharply: "There is no problem with additional financing, and it is not negotiable that the new shares do not have full voting rights." But I always have a say in how the money I inject will be used, right?

Soray nodded clearly: "Regarding the use of the injected funds, of course, you can participate in the decision-making and distribution, and send someone to supervise the whole process." In this regard, the voting immunity of preferred shares is exceptional. ”

Gu Kun: "So, do you want me to invest 7 billion euros at one time?"

Soray cautiously finally calculated: "7 billion should not be used - the current market value of 7 billion is because of Arnott's previous premium privatization offer." If we help you find the right time to complete the additional issuance, about 6 billion euros will be able to complete the full admission.

And after the entry action, it will not take long for me to raise the total market value of the company after the capital increase to 15 billion euros, and I can guarantee you privately. This is also the most discount I can give you under the premise of a legal contract. ”

6 billion euros!

This is more than double the total amount of money Gu Kun invested in the luxury industry in the previous two years.

(Note: During the previous 98 Southeast Asian financial crisis, Gu Kun exchanged all the luxury industry shares with those Xiangjiang financial stock companies in the cash-out activities after the Hong Kong stock market protection, and only spent more than 2 billion US dollars.) Later, the additional investment in Giorgio Armani cost several hundred million, adding up to more than 3 billion US dollars, equivalent to 3 billion euros)

But the benefits in exchange are also very obvious, after winning Gucci, Gu Kun has the capital to compete with Kering Group, and is expected to compete for "who is the world's third largest luxury giant group" in the future.

As for LVMH Group, which ranks first in the luxury industry, and Richemont, which ranks second, Gu Kun is still far from comparable. After all, his foundation is too shallow, and he has only been in the industry for more than two years. Relying on the stitches and stitches left and right, as well as the crazy management of his personal prestige in the industry, deterrence, and a dozen to show muscles......

Being able to get into the third place in the world is already an extremely unnatural achievement.

Even if Kering's position is lost, it is not something that can be done immediately after the acquisition of Gucci, and it will have to operate for another two or three years.

According to Gu Kun's estimates, if everything goes well, he will be able to surpass Kering and François Pinault by the end of 2002 or 2003.

Gu Kun really wanted to get all this.

He discussed kindly: "I agree in principle, but is 6 billion euros too much? It can be issued a little more, and it is enough to squeeze Arnault out - you should guess that Arnault bought Gucci's shares because he thinks he can control you, and if not, he disdains to remain a minority shareholder in Gucci."

So, once we win, you have to be mentally prepared that Arnault will sell and smash the market, and I have to save a little bit of money for that part of the equity at that time. ”

In fact, Gu Kun's funds are enough, but he just wants to keep the price down. After all, it is also 6 billion euros of real money, even if Gu Kun is already a 40 billion dollar billionaire, he still has to save it.

"6 billion euros is already a good deal, this money will not disappear when it comes in, it will still be used to expand your business, it is just a change of place for you!" De Soré did not intend to budge on this issue, or he had no fear,

"And, let's open the skylight and say something bright – if you don't want to pay for it, Monsieur Pinault will be willing. I've been hanging with him for more than half a year. It's just that I'm more optimistic about you in the long run!"

This kind of thing is not very polite, it is equivalent to directly saying "the old lady has a spare tire" when going on a blind date.

The French are really not so stupid, if they are so easy to be fooled, how can they become the gold medal professional managers in the industry.

If Gu Kun wants to refute, of course, he also has a certain amount of bargaining chips, but after thinking about it, he decided to save some money.

Good steel is used on the blade, and he has more to bargain with Sorey.

"Let's put aside the issue of 6 billion euros first," Gu Kun adjusted the pace of the negotiations, "but I hope to be involved in the future Gucci's product line disposal decisions - not just on how to spend the 6 billion euros, but to allow me to cut existing sub-projects, and to supervise that the company can never waste money on certain projects." Of course, I still don't interfere with the day-to-day running of the company. ”

De Soley's hand holding the coffee froze directly in the air, and he snorted slightly coldly after a while: "Then you might as well talk to me about the issue of 6 billion." Mr. Pinault would never make such a request, only the bloody madman of Arnault would.

Gu, when you worked with Giorgio Armani, the kind of gentle and elegant posture you showed that did not interfere with the designer's decision-making turned out to be pretended? ”

To understand Sorey's violent reaction, the layman may be a little baffled, and to understand this, it is necessary to understand the most ruthless trick of Bernard Arnault of LVMH, the world's number one luxury magnate today.

In fact, in terms of capital, Arnault was originally inferior to Richemont and the Rupert family of South Africa, and Arnault was at most comparable to Pinault, the world's third-largest Kering boss.

However, since the 90s, Arnault's management method has allowed him to gain a huge amount of growth space that far exceeds that of his peers. The most poisonous and effective trick he used was to "after the hostile acquisition of independent brands, he wantonly slashed and killed the uncompetitive product line divisions, and then packaged and sold the cut parts for cash".

For example, Arnault first did this in the late 80s and early 90s, against Dior, which he had acquired.

Dior in the 80s, in fact, the product line is very varied, not only cosmetics, but also clothing, bags and jewelry are quite famous, but not as famous as Dior's cosmetics.

After the acquisition of Arnott, all the bags and clothing and jewelry divisions that were split up and wanted to be abandoned were financially packaged, or through the stock market or through private equity financing, and the receiver was lost, leaving only Dior's most competitive high-quality assets.

If this trick is running a separate luxury company, the effect is not obvious, because no matter how small the mosquito is, it is still meat, and after Dior cuts the business except cosmetics, the turnover and total gross profit will decline after all.

But because Arnault has the LVMH group in his hands, he is not afraid - after Dior focuses on making cosmetics, the women's clothing part that Dior discardes, LVMH can let Givenchy do it, and the bags that Dior discarded can let LV do it.

That is to say, it is equivalent to the internal co-ordination of a large group, reducing the internal friction of competition among each sub-brand, and only focusing on the strongest project of each sub-brand, so as to be the strongest.

For each subsidiary, such a cut project is detrimental to the subsidiary's own interests. However, from the perspective of LVMH as a group company, this measure is a good thing to greatly reduce the cost of duplication and redundancy.

So why don't other peers do the same?

It should be said that when Arnault keenly discovered the model that "the luxury industry can be made into a group company holding a bunch of brand companies", the rest of the world did not think of this path.

On the other hand, the luxury industry is more particular about compulsion and feelings, and many CEOs of subsidiaries like "their own good sons with leprosy" and are reluctant to cut their meat.

This also led to Arnault's reputation as a "barbarian at the door of a hostile takeover" and not a white knight.

As long as he takes control of a new subsidiary, he will have to cut down projects that are not the best quality and fire personnel, so what senior management team will like such a bloody capitalist? He can only make a hostile takeover, and he can't buy it in good faith, and others in good faith don't want to discuss it with him at all.

In the early 90s, when Dior was completely reformed by Arnott, it experienced a terrible history of "from 100,000 bloody layoffs to only 8,000 people left, except for cosmetics, almost all other business divisions were cut down and packaged for resale".

That was Arnault's promise to the French government at the time, "I will not make major layoffs after I control Dior", but in fact, he still dared to go back on it after he got it - he could not even give face to the French government's urging, and even the commander Chirac came out to shout and ask him to pay attention to the "social benefits", and Arnault was still not birdish.

Without a unique advance in this field, Arnault will not be the richest man in the world in the future.

Therefore, now when Gu Kun proposed to Soray that he also wanted to "have the authority to participate in the future decision on the layout and disposal of the company's business division", Soray would be so resistant.

He subconsciously thought that Gu Kun's previous posture of "respecting feelings" was all forbearance and disguise, but in fact, Gu Kun was as bad as Arnott's bloody hand in his bones.