Gree acquires Yinlong to reduce or cancel matching fundraising

On the evening of November 7, Zhuhai Gree Electric Appliance Co., Ltd. announced that it would continue to promote the issue of Yinlong Assets. The company intends to reduce or cancel the matching fundraising, and at the same time, it will adjust the stock issuance pricing benchmark date for the assets purchased for the issuance of shares according to relevant regulations.

Gree Electric Appliances shares will be transferred to the issue of shares to purchase assets from November 8th.

On October 28th, the first extraordinary shareholders meeting held by Gree Electric Appliances in 2016 held a vote on the acquisition of Yinlong by Geli Electric and the plan to raise funds for matching funds. In the voting on 26 proposals of the full set of plans, the acquisition of Yinlong The relevant proposal was passed, and the plan to raise funds for matching funds was rejected.

The original plan of Gree Electric has a valuation of Yinlong of 13 billion and a targeted fundraising of 9.7 billion yuan. Targeted fundraising targets include Gree Group, Dong Mingzhu, Chairman of Gree Electric Appliances, and employee-owned shares of Gree. Small and medium-sized investors of Gree Electric were dissatisfied with Gree's plan to acquire Yinlong. The main problem for small and medium-sized shareholders is whether Gree's valuation of Yinlong is overestimated. Gree's own large cash needs to be directed to raise funds. The acquisition plan dilutes shareholders' equity. In addition, Dong Mingzhu and other Gree management obtained the company's controlling interest through the transaction.

On the evening of November 7, Gree Electric announced that after the company's first extraordinary shareholders meeting in 2016, the company made a careful study on the acquisition of Zhuhai Yinlong's trading plan based on the suggestions made by the investors, and passed the target company. Communication with its major shareholders, it is planned to continue to promote the issue of assets purchased in this issue, and optimize and adjust related programs.

Gree Electric said that the company intends to reduce or cancel the matching raised funds, and the stock issuance pricing benchmark date for the issuance of shares will be adjusted according to relevant regulations. Due to the relevant adjustments, it is necessary to obtain unanimous consent from the parties to the transaction, and there are uncertainties in the specific trading program elements.

The company expects to disclose the optimized and revised acquisition plan within a period of no more than one month, that is, before November 30, in accordance with the “Company Information Disclosure Content and Format Guidelines for Public Offering of Securities No. 26 – Major Asset Restructuring of Listed Companies” The request for disclosure of the issuance of shares to purchase assets plans or reports.

If the company fails to convene the board of directors to review and disclose the optimized and revised acquisition plan within the above-mentioned period, and the company has not filed an application for deferred resumption of trading or the application has not been approved by the exchange, the company's stock will resume trading at no later than November 30. At the same time, it discloses the basic situation of the assets purchased for the issuance of shares, and whether to continue to promote the assets purchased in this issue and related reasons.

If the company decides to terminate the issue of shares to purchase assets, or the company applies for stock resumption but decides to continue to promote the sale of assets after the issuance of shares, it still fails to disclose the optimized and revised trading plan and leads to the termination of the issue of shares to purchase assets, the company It is promised that the issue of shares to purchase assets will not be planned for at least one month from the date of the relevant announcement of the disclosure termination decision.

The acquisition of Gree Electric has complicated the situation because of the different game of interests of all parties. The Shenzhen Stock Exchange and the CSI Small and Medium Investor Service Center Co., Ltd. all sent an inquiry letter to Gree Electric Appliances, hoping that Gree Electric Appliances gave a clear reply.

On November 4, Dong Mingzhu said in an interview with a live broadcast platform that the acquisition plan was rejected. "The acquisition has become a big deal. The acquisition does not make a small effort. What pressure? The acquisition is not right for Dong Mingzhu. Relationship, but it is a problem for the future development of Gree Electric Appliances. But since there is opposition from the organization, then everyone shares the results and there is no pressure.” Dong Mingzhu also said that she firmly believes that three things, everything is done at any time and place is responsible to shareholders. Responsible for the society, responsible for the employees, and others are not considered.