Prior to this, Huayi Investment signed a commitment agreement with Gujia Home to transfer all of its Xilinmen corporate bonds. If Xilinmen fails to repurchase the bond before the grace period stipulated in the agreement (August 9), Huayi Investment will lose its status as a controlling shareholder.
Successful transfer of convertible bonds
In order to alleviate the risk of default of debt payable and default of stock pledge in Huayi Investment, the controlling shareholder of Xilinmen, Tianfeng Securities, on April 8 this year, set up the No. 2 asset management plan.
From September 23, 2016 to December 16, 2016, Huayi Investment issued a total of 1 billion yuan of exchangeable corporate bonds in four periods in private for three years, so this year Huayi Investment is facing the pressure of repossession of the above-mentioned bonds. At the same time, the equity pledge rate of Xilinmen listed companies held by Huayi Investment reaches 99.13%, which has a certain degree. The risk of equity pledge.
According to the announcement issued on August 9, five investors, such as Shaoxing State-owned Assets Investment and Management Co., Ltd., who have been approved by Huayi and meet the transfer conditions, have received 10 million Huayi bonds. Among them, the largest investor contributed 500 million yuan, about 416.67 million transferable Huayi bonds, according to the current exchange price can be converted into about 368.8 million shares of Xilinmen stock, accounting for 93.32% of the total equity of Xilinmen; the smallest investor contributed 100 million yuan, about 833.4 million transferable Huayi bonds.
Previously, Xilinmen once faced the possibility of changing ownership. On October 15, 2018, Gu Jia Home and Xilinmen simultaneously disclosed the letter of intent to transfer shares. Gu Jia Home or its designated holding subsidiary intends to acquire the total shares held by Huayi Investment at a price not less than 15.20 yuan per share and a total price not less than 1.38 billion yuan by cash. On April 14, 2019, both Gu Jia Home and Xilinmen issued a notice announcing the expiration of six months. The Share Transfer Intention signed by Shaoxing Huayi, the controlling shareholder of Xilinmen, and Gu Jiajiajia Home automatically terminated. Regarding the reasons for the termination, the two sides indicated that after the signing of the Letter of Intent for Equity Transfer, the two sides had conducted many in-depth exchanges and negotiations on the details of cooperation. However, due to the influence of subjective and objective conditions in the negotiation process, the two sides failed to reach consensus and sign a formal transfer agreement before the expiration of the Letter of Intent. Letter of Orientation automatically terminates.
Gujiajia Home turned to buy bonds after stopping its shares in Xilinmen. On April 12, 2019, Gujia Home and its subsidiaries intend to invest 310 million yuan directly in Tianfeng Securities Asset Management Plan to invest in Huayi Credit. After the debt-to-equity swap, Gujiajiajia is still likely to become the controlling shareholder of Xilinmen.
The proposal has received the attention of the Shanghai Stock Exchange. On May 1, 2019, the two sides responded to the inquiry letter from the Shanghai Stock Exchange. Gu Jiajia Home said that there was the possibility of acquiring control of Xilinmen, while the controlling shareholder of Xilinmen said that Huayi Investment accepted all Huayi Exchangeable Debts from Gu Jiajia Home through the Capital Management Plan No. 2 and may become the first major shareholder of Xilinmen, expressing its clarity. Against.
On June 30, Xilinmen issued the announcement that the controlling shareholder Shaoxing Huayi Investment Co., Ltd. or its designated party intends to transfer all shares of Huayis debts and sign relevant agreements. Huayi Investment signed an acceptance agreement with Gu Jiajia Home to transfer all its corporate bonds at a transfer price of 1.215 billion yuan. The announcement shows that if Xilinmen fails to repurchase the bond before the grace period stipulated in the agreement (August 9), Huayi Investment will lose its status as controlling shareholder of Xilinmen, and Gujia Home will acquire Xilinmen from this curve. At that time, Huayi Investment held 43.85% of Xilinmen.
Source: Responsible Editor of Economic Observation Network: Wang Xiaowu_NF