18

After several rounds of intense tug-of-war, crucial negotiations finally arrived. It's late autumn.

Shanghai. Leyang Industrial Small Conference Room. On the side of the door, there are Huang Ligong, Zhang Wenfeng, Xu Qianqian, and lawyer consultants. Xu Xixi specially returned from Britain to attend the talks. There was a row of people sitting on the side of the window, led by Niu Zhaoxu, the general manager of the company, and the directors of the legal department, investment department, sales department and other departments. Both sides have attached the highest level of importance to this strategic investment and financing cooperation.

After confirming the agreement and consensus reached some time ago, the two sides quickly moved into the core issue, the form of investment.

This is directly related to the interests of all parties, so it is the most divergent and the most difficult to reconcile. Although everyone unanimously agreed that this cooperation is a win-win situation, and the advantages far outweigh the disadvantages, a small change in the form of cooperation often involves a huge change in the allocation of interests, and no matter how much consensus there is in strategy, there will be endless disputes in tactics.

Zhang Wenfeng is concerned about cashing out and is inclined to transfer old shares; Huang Ligong insisted on increasing capital and shares, hoping to keep the funds in Ruili Technology as much as possible; Investors represented by Xu Qianqian pay attention to investment returns, and are entangled in whether to replace the equity of an independent IPO or a listed company; On the other hand, Niu Zhaoxu also values the return on investment, but now he is more concerned about the market boost of Leyang Industry by this investment.

"I have an idea." Xu Qianqian stood up, walked to the glass wall, picked up the marker, and turned to face everyone. "Adjust the subject of mergers and acquisitions. It is not a direct merger and acquisition of Leyang Industry, but a wholly-owned subsidiary of Leyang Industry to achieve M&A. ”

"Just adjusting the subject?" Niu Zhaoxu asked.

"Yes. Whether it is a merger or acquisition, or a holding, the specific agreement we reached does not change, but it is switched to a wholly-owned subsidiary. ”

Niu Zhaoxu looked at her with inquiring eyes, what is the meaning or value of this move?

"The nature of the merger and acquisition of Leyang Industrial Holdings remains unchanged, but because it is a wholly-owned subsidiary of a listed company, after Ruili Technology is included in the holdings, it will not affect the independent IPO that will be spun off in the future."

Niu Zhaoxu's eyes lit up and looked at the legal affairs. The in-house counsel nodded at him, it was a clever move.

Xu Qianqian drew several IPO paths under different circumstances on the glass plate, and briefly explained a few words. Things became clear all of a sudden, and it was able to be spun off for an independent IPO, which solved the concerns of several rounds of investors. With the blessing of Leyang Industry's business resource integration, it will only accelerate the pace of IPO. At the same time, it is also in line with the value demand of Leyang industry, and the invested funds will have a fission multiplier spillover effect, and the response of the capital market will be positive.

"As for the investment method, I suggest that the capital increase and share expansion should be the mainstay, but the possibility of transferring the old shares should be accommodated. Those who are willing to withdraw in this round can transfer the old shares. ”

Huang Ligong couldn't help frowning when he heard this. Zhang Wenfeng showed a smile on his lips and glanced at Niu Zhaoxu. Niu Zhaoxu remained silent, waiting for Xu Qianqian to continue.

"It's a realistic expedient strategy." Xu Qianqian hugged her arms and looked at everyone, "I officially state that the management I represent is willing to stay and continue to fight side by side with the founding shareholders and controlling shareholders of Ruili Technology, all the way forward." She turned her head, her eyes swept over Zhang Wenfeng, fell on Huang Ligong, and said, "Then, the transfer of old shares that may be carried out will be controlled within a reasonable scale." The vast majority of the funds will be used for the company's R&D breakthroughs and market expansion. ”

She paused for a moment to see that no one was speaking, and put down the marker, "Everyone has no objections, let's move on to discuss the details." ”

Niu Zhaoxu's eyes followed her back to her seat, this little girl had a strange temperament, jerky and spicy.

Huang Ligong was in a trance for a moment. This is Xu Qianqian he has never seen before. Is this what she really looks like? She finally became Xu Qianqian of the Xu family. The Xu family with Xu Chaoyu and Xu Shaoyang. Perhaps, it's not that I've never seen it, but I've never noticed it. A thought faintly floated through Huang Ligong's mind, did he miss something?

"Mr. Huang, I also have a shell of a listed company on hand." Niu Zhaoxu said, "Give you three years, and if the IPO is not suitable at that time, you will go public through a backdoor listing." ”

"Backdoor has a time and cost advantage, and it is relatively easy to 'pass the meeting'." Zhang Wenfeng looked at Huang Ligong and added.

"Brothers are of the same heart, and their profits are golden." Huang Ligong said, "I agree with such an arrangement. ”

"The shell itself has a cost, and there are requirements." Zhang Wenfeng said coldly.

"Mr. Huang, whether it is a direct listing or a backdoor listing in three years," Niu Zhaoxu said, "you have to ensure high gross profit in the next three years." ”

"We have faith." Huang Ligong did not hesitate, "As long as the consensus reached today can be fulfilled, these business indicators will definitely be completed." Niu Zhaoxu nodded slightly, he knew that Huang Ligong was talking about the business order volume of Leyang Industry and turned to Ruili Technology for procurement according to the agreement. Huang Ligong continued, "However, I have one more request. ”

"Huh?"

"Borrowing."

The audience was stunned for a moment. The investment of 300 million has just been completed, and the borrowing will start soon?!

"You can really use it to death." Zhang Wenfeng said with a smile, breaking the boredom.

"It depends on whether you want to get a 3 billion company or a 10 billion company in 3 years." Huang Ligong looked at Niu Zhaoxu, "You are the controlling shareholder, where the loan is used and how much value you bring back, you will see it clearly." ”

"How much?" Niu Zhaoxu pondered for a while, didn't talk nonsense, and asked directly.

"At least it's on par with the amount of investment, 500 million is better."

"Good. I will authorize you to borrow 500 million. It will be exercised in three years, 1+2+2, and adjusted annually according to the speed and scale of development; Interest rates and equity follow market rules. Remember, you have to guarantee a gross profit of more than $100 million per year. ”

"Deal!" Huang Ligong suppressed the excitement in his heart and said with a smile.

"What's unfinished?" Niu Zhaoxu looked around at everyone in the field.

"Post-merger management rights." Xu Qianqian said.

"There is a specialization in the art industry, and the culture of Leyang Industry has always been to be grateful and dedicated, and the operation and management of Ruili Technology are completely trusted." Niu Zhaoxu said happily, "At least, in the first three years, the operation and management of the enterprise is completely determined by the start-up team. ”

"What about three years from now?"

"As long as the business targets are met, of course they will always be at the helm of this ship."

Huang Ligong and Xu Qianqian exchanged glances. As long as the business targets are met...... He knew what the opposite side of the sentence meant, but he also knew that it was already a very generous M&A condition. Three years, that's enough.

"No problem." Huang Ligong also said very cheerfully.

Soon, the two legal affairs drafted and reviewed the investment documents. After the signing of the contract, the announcement was issued, and Leyang Industry ushered in three price limits.