Liu Suyi has been in a bad mood since receiving Mr. Fang’s call today.
He has never liked and had little opportunity to hang out in front of Mr. Fang. He was a little unsatisfied before, but later he felt that this was not bad. Looking at Mr. Fang's attitude towards Sina, it is probably the trust and respect from the richest man in the mainland.
However, today's phone call, with its bland, almost-informative content of "Let's talk about the company's stock," still lifted that layer of self-comfort.
I knew this day would come, but I always felt that there was still time, but I didn't expect it to be so close.
In short, Fang Yongke is not just a major shareholder, his invisible influence is Yongke's unimpeded bargaining chip in many places.
"It's been a long time from Yonghe to Yongke." Fang Zhuo sipped his tea and said, "Mr. Liu, are you rich now?"
Liu Suyi was brought back to reality by Mr. Fang's emotion. He kept a smile on his face and said slightly exaggeratedly: "Mr. Fang, I have long been known as Liu Yiyi. Now of course I am a rich man."
Yonghe Real Estate was just a small player in Shencheng City at the beginning. Since being introduced to the leader and Mr. Fang, it has first borrowed money to acquire land, then cooperated for win-win cooperation, and finally reorganized and listed. Its status in the industry has changed dramatically.
Liu Suyi himself has also transformed from a small real estate owner who was worried about the company's lack of funds to a real estate tycoon with luxury cars and villas.
The reason why it is half is because everyone knows that Mr. Fang is standing behind Liu Yiyi.
Fang Zhuo nodded slightly: "Real estate is about making money, and it will be good for some time in the future. Since you are prepared, that's good."
Liu Suyi picked up the teacup, knowing that Mr. Fang was going to talk about reducing his stock holdings next.
From the perspective of maximizing interests, this is the beginning of a reduction in holdings. Mr. Fang will definitely not sell out all his holdings in the short term, otherwise it will be the same as a sell-off. So, from what perspective should the company's announcement describe the major shareholders?
What about 2% or 1% reduction?
Fang Zhuo continued: "You should start preparing funds to buy it this month."
Liu Suyi swallowed the tea in his mouth and was a little confused: "Buy?"
Didn’t Mr. Fang reduce his holdings? Did he buy it himself?
"Well, I didn't just say that I would make a comprehensive tender offer for Morningstar. The scale of the funds is still relatively large. Considering that Yike does not have any substantial business help for Yongke now, you can also make a direct tender offer here.
I looked at Yongke's accounts and found that the funds are relatively abundant and will not affect normal operations." Fang Zhuo said calmly.
Liu Suyi: "..."
He was shocked!
Mr. Fang, what are you talking about?
You are not reducing your holdings bit by bit, you are selling them all at once!
This tender offer may lead to the company's privatization and delisting...
Liu Suyi suddenly realized what he had just said. Mr. Fang asked himself if he had money now, it was not about his personal wealth at all, but about preparations for the company to change hands...
It has only been more than a year since Yongke finally went public...
The impact is too great...
Liu Suyi couldn't accept it.
He was stunned for a while before speaking: "Mr. Fang, this..."
"Shouldn't you have made this preparation very early?" Fang Zhuo asked. This was a situation that had been communicated before and both parties were aware of it.
Yongke Real Estate has always been out of tune with the entire Yike ecology, and he has almost no involvement in the company's operations. In addition, considering the complexity of real estate, he has expressed his withdrawal from this field to his leaders.
Yike does not need to get involved in real estate. It was just a chance meeting at the beginning. Now that he has withdrawn with a generous reward, he can just take Morningstar Semiconductor into his pocket.
The extra money can also be used to peel off ice cores at the Lin'an factory to promote relatively independent operations of memory.
Fang Zhuo's own funds are enough to complete these two tasks, but he likes to use reputable funds, which can be combined with overseas funds to hold shares, which is safer in name.
If we take precautions in the bud, it is more conducive to combine funds from different investors in name to resist pressure, whether domestic or foreign.
Taking action on Yongke can also be regarded as an ecological reduction and a short-term move.
Liu Suyi felt that this was not a matter of unpreparedness, but that there was no overdoing it at all, and he did it in one step... It was not easy to bear mentally. He thought he was just hit by the morning star, but he was completely paralyzed.
He grabbed the teacup and drank the tea in one breath regardless of how hot it was. Then he said: "Mr. Fang, this amount of funds is too large. It won't be a matter of time before I find other investors to cooperate with."
Yongke Real Estate was listed during the financial crisis, which was a very bad time, but it has been rebounding since this year.
Liu Suyi is an expert in real estate. When he first took root in East China, he gave Yongke the nickname "East China Tiger". Later, he extended his business outwards. Nowadays, almost no one mentions these four words. Instead, on certain occasions,
The term "Tiger of Real Estate" refers to Yongke.
Yongke has carried out very good commercial real estate cooperation with Wanda in Beijing. It has built the headquarters of a well-known group in Shanghai. The quality of its residential properties in East China has always been well-known. It also has old city renovation projects with local administration.
Today, Yongke is inferior to Vanke, Poly and other companies, but it is almost in the first echelon.
As of November 27, Yongke’s Hong Kong stock market value was HK$72.639 billion.
Fang Zhuo holds 28.9% of the shares, while Liu Suyi holds 12.6%.
If it is a tender offer to acquire the shares held by Mr. Fang, 21 billion Hong Kong dollars will need to be prepared, and acquiring these shares will trigger a mandatory general offer. The Hong Kong Stock Exchange requires a capital scale for a comprehensive acquisition, that is, within this time period
You must have the funds in hand to completely acquire the remaining shares, which requires at least HK$42.5 billion.
This requires relatively high capital strength and capital costs.
Liu Suyi had calmed down and quickly calculated the request from Mr. Fang.
However, on the other hand, how much value can Yongke bring after the change of ownership?
This is not an outrageous request, well, it is a little outrageous at this time.
Liu Suyi couldn't help but sigh: "Mr. Fang, this is indeed beyond my expectation. I need to think about it carefully."
"Well, you can think about it carefully. The most important thing is to introduce reliable partners." Fang Zhuo did not want Liu Yiyi to give a definite reply now.
However, since he brought it up, this matter is feasible. The funds for the tender offer seem to be in the tens of billions, but Yongke's own operations are very healthy, and real estate is not like SMIC. Bingxin still has concerns about state-owned assets.
If you are worried about proportion, just find one or two local state-owned assets and financial institutions, and you can completely absorb it.
Liu Suyi leaned forward and asked, "Mr. Fang, how is Luzhou?"
"It's reliable, but I'm afraid they don't have much money there." Fang Zhuo said, "Shencheng is definitely interested."
Luzhou has a weak foundation. In the past few years, finances have been tight due to swindling and selling. However, it is different here in Shencheng. It has money, a reputation for doing things, and a leader who has a good relationship with Yongke.
Liu Suyi nodded silently, and still felt that he could contact Luzhou. Although Mr. Fang had to cash out and leave, since it was profit sharing, things could be done more beautifully, and he didn't know when it would be useful.
"President Fang, Yongke wouldn't be where he is today without you and Yike." Liu Suyi said emotionally, "No matter what, I, Liu Suyi, will always follow Fang in my heart."
Fang Zhuo waved his hand, not bothering to be emotional or pretending to be emotional: "Mr. Liu, Yongke's development to what it is today is your credit and the credit of our era."
He paused and then said: "Real estate definitely still has a good period of development. How Yongke will go next, whether it will be rapid advancement with high leverage or still steady and steady, it all depends on your management art.
"
There seem to be two routes, but the emotional tendency it sounds is only the latter.
Liu Suyi had long considered the development of the "Rear Area Chief Era", and now he didn't feel any rebellious attitude after hearing Mr. Fang's warning words. He nodded and said: "Mr. Fang, don't worry, I won't smash Yongke's sign."
"Well, you can think about how to do this when you go back." Fang Zhuo had no intention of leaving Liu Yiyi behind. Although the other party was already calming down, it could still be seen that his mood was a bit chaotic.
It should be considered a happy event to go back and digest the news, calm down, and then unite with the management to become the real leader.
Fang Zhuo got up and saw Liu Suyi out.
This is actually two tender offers, first Yongke and then Morningstar, but the roles are reversed in these two.
Liu Suyi drove here by himself today. He walked to the door, his heart was up and down, but looking at Mr. Fang's dull expression, he didn't know what to say for a while.
Yongke can continue to help you make money and build production lines...
You also know that there is still good development in real estate, so why be in such a hurry...
Yongke finally went public. If it is privatized, it would be too disrespectful to cherish the results...
Mr. Fang, don’t betray me, I don’t want to leave...
However, thousands of words, thousands of words, eventually turned into a title.
"Mr. Fang..."
Fang Zhuo smiled gently at this time: "If I reduce my stock holdings, it will definitely hurt the stock price. On the contrary, it is like this now. I get the funds, the shareholders get the premium, other investors get high-quality assets, and you become the chairman of Yongke
, this is the best choice.”
Seeing that Liu Suyi was silent, he continued: "I will ask the secretary to send you a plan later. The tender offer is also a technical job. We will try to get it done in one go."
Liu Suyi took a deep breath, nodded and said, "Okay, Mr. Fang, I'll start on this matter when I get back."
He said goodbye to Mr. Fang, turned around, walked a few steps, and drove away.
As the speed of the car became faster and faster, Liu Suyi's mood became indescribably turbulent and complicated.
Today's Yongke is no longer the weak Yonghe. Its own scale and strength are enough to cope with many challenges.
It's going to rain, my mother is getting married, and Mr. Fang is leaving. What can I do?
…
Fang Zhuo sent Liu Suyi away, turned around and went into the yard and called Wei Boyun from Morningstar Semiconductor.
Now that Morningstar's market value has dropped to 9 billion, this inverted market value is already a good acquisition opportunity.
However, as he and Liu Suyi said, acquisition is a technical job.
In the plan that the secretary has not yet sent to Liu Suyi, the Yike department's suggestion is for Liu Suyi to increase his shareholding to 30%, triggering a hard mandatory comprehensive offer.
In the Hong Kong stock market, in order to protect the rights and interests of shareholders, as long as the acquirer acquires more than 30% of the shares with voting rights, it must issue a request to all shareholders to acquire their shares - a mandatory offer.
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After Liu Suyi triggers the compulsory offer, Fang Zhuo will sign an irrevocable letter of commitment agreeing to be acquired. Because he holds 28.9% of the shares, this will directly complete the compulsory offer.
30+28.9=58.9%.
A mandatory offer is considered successful as long as more than 50% of the shares with voting rights are obtained, and the offer can be made unconditional to achieve the purpose of enhancing control rights.
However, even if the "offer is unconditional", according to Xiangjiang's Takeover Code, the comprehensive document of the offer must be available for acceptance for at least 21 days after it is sent.
In other words, Liu Suyi obtained 58.9% of the shares and has successfully controlled the company, but the offer process has not yet ended, and he cannot refuse other shareholders to sell their shares to him.
Once Liu Suyi holds too many shares, it may lead to too few circulating shares and trigger forced delisting.
It can be said that Fang Zhuo's sale of shares this time may indeed cause a shock to Yongke's stock price, but if it directly pursues privatization and delisting, there will be no problem of shock.
If you want to quit, just quit. If the performance is good, then you can move up. If the Hong Kong stock market cannot be listed, then it will be listed in the big A. Yongke Real Estate's results are still very good.
Of course, Fang Zhuo is relaxed here, and Liu Suyi is allowed to feel heavy here.
If the same operation is applied to Morningstar Semiconductor, it will not be a partial acquisition or an unconditional 50% offer, but Fang Zhuo will directly privatize Morningstar.
The market value is 9 billion. Even if the tender offer price generally rises, it will still be just over 10 billion.
This price is quite worth it, and even the market value of Yongke Real Estate’s changed hands cannot be spent. It will greatly enhance the strength of Yike and Bingxin in semiconductors.
However, this requires the cooperation of senior executives inside.
Wei Boyun plays such a role.
When Fang Zhuo contacted Wei Boyun in Beijing in the first half of the year, he first asked him to work within Morningstar. Now is the time to show his achievements, because everything must be done in accordance with regulations, so the opinions of some executives and shareholders are very important.
.
In addition, because Morningstar Semiconductor is registered in Cayman, its acquisition procedure also has a "number of heads" requirement, which requires the approval of more than half of the on-site shareholders participating in the privatization voting shareholder meeting before it can be passed.
This is one person, one vote, and it has nothing to do with the number of shares held by the investor. That is, whether you hold 100 million shares or 1 lot, it will only be counted as one person.
Such "number of heads" also requires senior executives to do more work, otherwise, it is very likely that the acquisition will not pass.
All in all, without the cooperation of executives like Wei Boyun, the difficulty of privatizing Morningstar would increase by several levels.
Fang Zhuo briefly chatted with Wei Boyun on the phone about the next move.
"Mr. Fang, it's no problem. Morningstar has a lot of disputes over its development direction, and many shareholders are dissatisfied with it." Wei Boyun's voice was filled with excitement, "Morningstar...has been waiting for a long time."
Chenxing has been waiting for Mr. Fang for a long time!
Weibo luck has been waiting for a long time!
Since his heart was in Fangying, he has watched the internal debates and even battles in Morning Star with a cold eye. He increasingly feels that it is difficult for Morning Star to break through the competition with its opponents and reverse its current disadvantage.
If you can't break through or reverse it, then join. Whether it is spun off after privatization or still operates independently, Morningstar's future will be better.
