Chapter 477 Overseas Private Placement
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There is a garden on the east and west sides of the Bank of China Tower, with flowing water, waterfalls, strange stones and trees, flowing water gurgling down the terrain, from a practical point of view, the sound of gurgling water can also absorb the traffic noise from the surrounding elevated roads, but traditional Hong Kong people like Ge Mingde think that the gurgling water means endless wealth, and the bronze statue of "harmonious coexistence" towering in the southwest corner of the building, two huge bronze statues against the gray granite background are very eye-catching. Pen, fun, pavilion www. biquge。 info
Zhang Ke stood in front of the Bank of China Building, looking at the three-storey stone pier, and then the glass curtain wall reflecting the color of the azure sky, staring at the two top poles on the roof for a while, which made people dizzy.
It seems that as long as he takes a step forward, he realizes that he really wants to step into the ranks of the wealthy Chinese businessmen, but Zhang Ke is quite meaningful to appreciate this most famous high-rise building in Asia in 96 years, Sun Shangyi, Ge Mingde, Zhou You, Xu Si They are very patient waiting for him to express his senseless leisure.
Lu Lujin, senior vice president of Yinheng Securities, and his assistant have been waiting for the arrival of Zhang Ke, Sun Shangyi, Ge Mingde and his party in the square in front of the business hall of the Bank of China Building.
Lu Lujin and Sun Shangyi saw their car drive into the temporary parking lot in front of the building through the phone, and saw Sun Shangyi and his party get out of the commercial car, but they did not rush to them, but walked to the southwest corner of the Bank of China Building to take a closer look at this magnificent building.
The staff of Yinheng Securities couldn't help but pout, in this era, the senior staff who have entered the famous securities companies can be called the pride of this era, and there are really some people who don't look at the rich leopards from the mainland. Lu Lujin stood there very patiently and waited for Sun Shangyi and his party to come over, he heard Sun Shangyi say that the founder of Aida Electronics was too young, and when he saw Zhang Ke walking slowly on crutches, he thought to himself: It is indeed too young and personable.
These days, he will have carefully read and analyzed the information that can be collected at hand, this is an emerging high-tech enterprise that has risen in the past two years with the help of the rise of the mainland dish player market, unlike the mainland private enterprises in his impression in the past, even if he takes a strict eye to find fault, he can not see that this company has obvious defects in the management link that can be blamed; Of course, this is only the impression obtained from the information and documents, so Lu Lujin wants to go to Haizhou as soon as possible to observe it in person.
Recently, Kewang Electric is famous in Hong Kong because of the cooperation with Jiaxin Electronics, but really compared, Kewang Electric Gap Aida Electronics is too much, from the complete information submitted by Aida Electronics, Aida Electronics has advanced preparations in the system control chip, power control chip and other patented technologies, the current mainstream disc machine shape is still a little clumsy, Aida Electronics not only has the ability to make an ultra-thin body, but also proposes the concept of mobile VCD with LCD screen, and the corresponding patented technology research and development is also carried out for the most part, In particular, the recent joint venture movement factory project with TI Company of the United States has undoubtedly established the leading position of AIDA Electronics in the disc machine industry.
It is an indisputable fact that overseas electronics giants such as TI of the United States can participate in cooperation and can be trusted by Hong Kong investors, and some of the patented technologies required by the movement factory actually come from another overseas electronics giant, Philips, which naturally makes people look forward to this company.
The miraculous rise of a mainland private enterprise in a lesser-known city is intriguing in itself.
This is Zhang Ke's first contact with people in Hong Kong's securities circles, and he looks at them almost with pity, don't look at them now, they are now well-dressed, and there is only more than half a year left to do so, and from the perspective of the entire economic situation, they will not be able to breathe a sigh of relief until seven years later.
The result of the preliminary negotiation is that Yinheng Securities will provide operational guidance and business services for the entire additional issuance plan of Jiaxin Industrial, and it is also necessary for accountants and asset appraisal firms to conduct a comprehensive investigation of the business of Aida Electronics and give an authoritative evaluation report before further negotiating the underwriting method and underwriting fees.
Since the beginning of the registration of Aida Electronics as a joint-stock company, the total number of shares has not changed much, including Zhou You, Jiang Wei, Lu Qingsheng and others, including the equity incentive, the total number of shares has increased from 10 million shares to about 10.4 million shares, according to the financial level of Aida Electronics in 96 years, the net assets per share reached 40 yuan, and the earnings per share reached 100 yuan.
Zhang Ke knows very well that if the additional issuance plan is to be implemented smoothly, it is inevitable to give more benefits to the issuing brokers, which is almost a piece that domestic enterprises must exploit when they go to overseas capital markets, and the so-called two Hong Kong investment institutions recommended by Yinheng Securities are naturally the interests of Yinheng Securities, and Zhang Ke agreed to issue no more than one million shares to these two institutions at a price of $40 per share.
According to the agreement of Hong Kong legal counsel on the joint-stock company, the shares of overseas investment institutions participating in the private placement can be transferred after six months, that is to say, after six months, the additional issuance plan is successfully implemented, and this part of the shares is converted into the shares publicly issued by Charles Schwab Industrial, and the investment institutions can reduce their holdings in the Hong Kong stock market for profit.
The profit on this part is usually several times the cost of the issuance.
This is also beneficial to Aida Electronics, driven by public interests, Yinheng Securities will naturally more actively promote the implementation of the additional issuance plan; The private placement of one million shares will not have an obvious effect on the dilution of the remaining shares, and the liquidity of Aida Electronics will be able to completely solve the problem of Aida Electronics' capital and increase the net assets per share to about 70 yuan.
Excluding the intangible assets of Kumho Electronic Technology Research Institute and Taite Optoelectronic Technology Research Institute and some non-audio-visual disc players of the trademark of Aida Electronics, Aida Electronics - including electronic component subsidiaries, group companies, assembly plants, precision mold factories, movement factories and other physical assets, as well as equity assets held by parts supply enterprises, as well as permanent licensing of audio-visual disc players of Aida Electronics' trademarks. All kinds of audio-visual patented technologies include system control chip technology, video coding chip technology, audio signal processing chip technology, audio effect chip technology, digital signal processing chip technology, and complete single-disc and three-disc movement manufacturing patents and other intangible assets -- the asset value has reached 400 million US dollars.
Naturally, the additional issuance and merger plan passed, the market value of Aida Electronics will far exceed this number, and the investment institutions recommended by Yinheng Securities spend huge sums of money to participate in the shares at this time, hoping to obtain at least double the income after the implementation of the additional issuance and merger plan.
Zhang Ke had previously asked a domestic accounting firm to make a complete financial report, and froze Yuexiu (the company's) 30% shareholding in Jiaxin Industrial, with a market value of nearly HK$300 million, to guarantee the integrity of this financial report, and on December 30, signed a fundraising agreement with two investment institutions recommended by Yinheng Securities.
According to Hong Kong's legal provisions on shareholding companies that can only be transferred after six months of holding shares, if an investment institution wants to sell its shares for a profit when Jiaxin Industrial publicly issues additional shares, it must immediately sign a shareholding agreement with Aida Electronics. Fortunately, Zhang Ke was able to provide a sufficient amount of credit guarantee assets, otherwise it would be difficult for the two parties to reach an agreement on this article.
Of course, to complete the entire additional issuance plan, it is also necessary to recommend Yinheng Securities, Jiaxin Industrial and Aida Electronics jointly selected accounting firms, asset appraisal firms, law firms to issue a complete financial, asset appraisal and other aspects of the report on Aida Electronics, in addition, it is also necessary to have a professional evaluation report on the value of disc player audio-visual patent technology, in short, it is a very professional and cumbersome work, although Zhang Ke has done a lot of work before, but it can not make the whole process of the link reduced, In order to implement this program in May and June of '97, the time was still very short.
On January 3, Guoyu Investment, a Hong Kong company listed on the London Stock Exchange and participating in the private placement investment, announced that it had signed an agreement to inject 20 million US dollars into Aida Electronics, a leading domestic disc player manufacturer, in exchange for 500,000 shares.
This is very inconspicuous news, but Guoyu Group, the controlling parent company of Guoyu Company, has been listed on the Hong Kong Stock Exchange, and Guoyu Group also issued an announcement at the same time.
Xie Jiannan was flying from Haizhou to Hong Kong again to invite Ge Mingxin and Ge Yinjun to Haizhou to attend the groundbreaking ceremony of Kewang R&D Center, hearing the news, they did not hesitate to betray the interests of their ally Jincheng Group, Kewang then transferred 10% of the shares to Jiaxin Electronics to get less than 50 million Hong Kong dollars of capital injection, and Aida Electronics only transferred less than 5% of the shares to get 20 million US dollars of capital injection, that is, the British listed Hong Kong company Guoyu Investment gave 400 million US dollars to Aida Electronics, Valuation of RMB 3.2 billion.
Although Aida Electronics made huge profits in 96 years, but Kumho and Haiyu transferred most of the profits, Xie Jiannan estimated that the net assets of Aida Electronics were between 300 million and 400 million, and their shareholders invested more than 300 million real money in Kewang, this huge valuation gap, Kewang is not even one-sixth of Aida Electronics, is it just because it is a year behind?
Xie Jiannan's mood after arriving in Hong Kong was really bad.
He was full of confidence in the cooperation with Jiaxin Electronics, and he thought that as long as he received the assistance of Jiaxin Electronics' technology, human resources, funds and other aspects, Kewang could quickly shorten the gap with Aida Electronics, and at the end of 97, Kewang as the CCTV advertising target king occupied an obvious advantage in market information resources. It's just that Kewang is working hard, and Aida Electronics has not stopped, Kewang has introduced a capital injection of 5,000 Hong Kong dollars, and Aida Electronics has followed by the introduction of a capital injection of 20 million US dollars.
It's a pity that Xie Jiannan received a call from Zhang Xiaojian in China in the evening, and the amount reported by Aida Electronics to the Provincial Foreign Exchange Administration Branch and the Municipal Bureau of Industry and Commerce was not only 20 million US dollars, but doubled.
On January 5, Zhang Ke removed the plaster cast on his right foot in Hong Kong Changkui Hospital donated by the Ge family, and did not move his right foot for a month, his muscles were somewhat atrophied, and the two feet were together, there was an obvious difference, Sun Shangyi also recommended the rehabilitation doctor of Changkui Hospital to Zhang Ke, even if Zhang Ke returned to Haizhou, the rehabilitation doctor could accompany him to guide him to do rehabilitation exercises.
On the plane from Hong Kong to Jianye, Sun Shangyi also talked about it.
This time, I sat in business class, in addition to their group, there was also Lu Lujin, senior vice president of Yinheng Securities, and his party, except for Zhang Ke, Fu Jun, and Ma Hailong, the others were all members of the additional issuance and merger plan team, in addition to Su Jindong, Jiang Wei, and Zhou Yiping, who were also in Haizhou.
They chartered the business class of this flight to Jianye, which is not a luxury, and the key is that they can't sit down and have a few more seats, and they are not afraid of others hearing any trade secrets when they chat.
Lu Lujin heard their conversation, and said very strangely: "Ke Shao does not have a special rehabilitation doctor, I may help Ke Shao recommend ......" In just more than ten days of contact, he was also very impressed by Zhang Ke's own bearing, business talent, and proficiency in finance, business knowledge, and negotiation skills.
Zhang Ke smiled and refused: "I'm not so delicate, Haizhou is not without rehabilitation doctors, I see that this foot will recover after a few more days, and I will not be a sprinter in my future life, I ......can't get out of the pool at all" turned around and said to Sun Shangyi, "Hong Kong's human resources cost is the most expensive, the starting salary of college graduates is 10,000 Hong Kong dollars, hire a special rehabilitation doctor, plus other expenses, back to Haizhou, it is enough to invite twenty senior doctors to ......revolve around me."
Zhou You said with a smile next to him: "When I return to Haizhou, it is enough to ask two young and beautiful nurses to accompany me." ”
"That's a good suggestion," Zhang Ke echoed with a laugh.
Xu Simei's eyes widened slightly, and she said with a smile: "I also want to see you go back to Haizhou to find two beautiful nurses to accompany you......
"Just think about it here......" Zhang Ke smiled, Xu Si would not stay in Haizhou for too long, but thinking that Tang Jing and Wanqing would accompany him to do rehabilitation exercises, it was no worse than finding two beautiful nurses.
Lu Lujin was accustomed to Zhang Ke's tone that was not too serious, smiled helplessly, and said: "You may always enjoy a more exquisite life now, Mr. Zhou is now worth tens of millions, more developed than me" Lu Lujin is a Guangzhou native who came to Hong Kong in the early eighties, and has been in Hong Kong for more than ten years, and has been a senior professional manager for five or six years, with an annual income of nearly 1......0 million Hong Kong dollars, so that he has been accustomed to enjoying the exquisite life of Hong Kong's rich, but he also knows that the next decade will be a golden age of wealth creation in the mainland. Like Zhou You, these elites who are top-notch talents even in Hong Kong's business community, the key is that they have enough enterprising and hard-working spirit, and it is only a matter of time to get wealth, and said with a smile, "This time, Aida Electronics has given birth to a group of rich people in Haizhou, and ......it is also appropriate to enjoy a refined life."
After the implementation of the equity incentive plan implemented at the end of 95, Zhou You received a reward of 100,000 shares of Aida Electronics, and the dividends of 100,000 shares of this 96-year stock will reach 6 million yuan, to take the stock price of this private placement as a reference, the value of the 100,000 shares of Aida Electronics under the name of Zhou You will reach 4 million US dollars, Cai Feijuan, Jiang Wei, Lu Qingsheng and Yang Zhipu, general manager of the components branch, and two chief engineers of Kumho Electronic Technology Research Institute who have made outstanding contributions to the research and development of audio-visual technology, etc., will smoothly enter the ranks of multimillionaires; At the end of '96, that is, the equity incentive plan that Zhang Ke will sign when he returns to Haizhou this time, will reward managers including Yang Yun and Zhou Yiping with hundreds to 10,000 shares of shares, and can also give birth to a group of millionaires. Su Jindong and Ding Huai hold a total of 500,000 shares in their hands, and the assets under their names have reached $20 million, excluding the dividends of '96. Half of the members of the group are senior staff of Hong Kong accounting firms, law firms, and asset appraisal firms, and they are also regarded as high-paid gold salaried personnel in Hong Kong, and they also envy so many managers who can get incentive equity in Aida Electronics, thinking that these people can get the same as them in a place where their living standards are much worse than Hong Kong's, or even far more than their salaries, and they can naturally live a more decent and dignified exquisite life.
"Too delicate life, just confined yourself in a very narrow circle," Zhang Ke sighed, but he would not deliberately refute Lu Lujin's point of view, the difference between the two people's life concepts is too great, it would be too rude to refute others with their own life concepts, and said with a smile, "Haizhou's foundation is too poor, even if you want to enjoy a delicate life, there is no place to enjoy it." ”
Sun Shangyi said: "Ke Shao said that diligent and pragmatic people can eventually live a decent and dignified life in AIDA Electronics, and I think Haizhou will soon form a large white-collar middle-class community centered on Kumho......"
"I have been in contact with several mainland enterprises, both state-owned enterprises and private enterprises, and the managers of these enterprises are very different from Ke Shao's thinking...... "They have always emphasized the low labor costs in the mainland......
"This is an advantage of the mainland," Zhang Ke said with a smile, his tone changed, "The low cost of human resources is indeed the most important advantage of attracting investment at present, but the working class has power, and the exploitation of capitalists will always become warm and affectionate, how should the words be said in a more high-sounding way......" Zhang Ke turned his head and asked Zhou You, who had not thought of the right words, but Zhang Ke first thought of the appropriate expression, "Let the employees who are loyal to their work live a decent and dignified life, It should be the core social responsibility of a modern enterprise, so will it be more high-sounding? Hearing everyone laughing, Zhang Ke laughed at himself, "Aida Electronics has a better opportunity and sufficient profits, the so-called poor dagger, of course, there is no need to show a hideous face at this time, so it is covered with a veil of shame and affection......"
Zhou You smiled and said: "No capitalist will expose himself to bloody ...... like you"
In order to prevent the additional issuance and mergers and acquisitions from attracting excessive media attention, Zhang Ke has long dispersed Kumho's holdings in Aida Electronics to the names of many companies such as Shin Kong Paper and Kumho Electronic Technology Research Institute, but those who know the inside story know that Zhang Ke actually holds 7 million shares of Aida Electronics, which are worth as much as 280 million US dollars based on the negotiation price of this private placement agreement. Since Kumho Electronics Technology Research Institute's main assets at this time were reflected in the holding of up to 5 million shares of Aida Electronics, which were transferred from Kumho's name, Kumho's shareholding in Kumho Electronics Research Institute increased from 70% to 90%.
Kumho Electronic Technology Research Institute is also a registered limited liability company, 10 million shares, Kumho holds 70%, 7 million shares, the Institute mainly owns the ownership of the Aida electronic trademark in addition to the audio-visual disc player category and the potential of intangible assets, of course, Xie Wanqing, Su Jindong, Ding Huai can not compete with Zhang Ke for anything, Zhang Ke said that this part of the assets is worth 100 million US dollars, and then he will inject 7 million shares of Aida Electronics worth 200 million US dollars into the research institute, then the research institute will be directed to Kumho to increase to 20 million shares, The total number of shares increased to 30 million, and of the other 3 million shares, Haiyu held 2.1 million shares, and Su Jindong and Ding Huai each held 450,000 shares.
Now the institute is waiting for the five million shares of Aida held by the company to be turned into funds for technological expansion.