Chapter 356 [My solution is simple and unpretentious]
Chapter 356 [My solution is simple and unpretentious]
This has to mention the situation of ATL Company. This company was jointly established by Zeng and Liang in the late 1999. They started with soft-pack lithium batteries to avoid the fierce competition of hard-pack lithium batteries.
Soft-pack lithium batteries are also more suitable for mobile phones, notebooks and other electronic products.
However, as applications advance, soft-pack lithium batteries will bulge as the number of charges increases. After purchasing the patent license for polymer ion batteries from Bell Labs, ATL successfully broke through the problem of lithium batteries imitating repeated charging.
The fatal flaw of prone to flatulence and bulging successfully rises.
Since 2001, ATL has also become Apple's battery supplier.
And now ATL is also supplying Xingyu Technology. Yes, Xingyu Technology’s first-generation S1 smartphone uses the company’s products, and it was also because of this opportunity that Mr. Zeng came into contact with Star Capital.
If it develops according to the original historical trajectory, with the development and growth of Apple, ATL will also become the world's leader in consumer lithium batteries. Its polymer lithium batteries will rank first in the world for eight consecutive years starting from two years later. Apple
, Huawei, Xiaomi, vivo, oppo and other well-known smartphone brand manufacturers are all customers of ATL.
But there is a problem with ATL now. It is already a company 100% controlled by Japanese capital. This is also a core factor why Zeng always wanted to divest the power battery department and the birth of Ningde Era, otherwise it would be restricted by regulations.
ATL also had investments from North American capital in its early days, but now it has become a company exclusively owned by Japanese capital. It started with an incident in 2005. At that time, the company was in the midst of a boom, because of a shareholder dispute.
The divestment event triggered a change in ATL’s equity.
In the end, the old employer of the three founders, Japan's TDK Group, acquired 100% of ATL's shares for US$100 million, transforming it into a wholly Japanese-owned company.
Fang Hong estimated that Mr. Zeng would definitely ask Star Capital to sign a similar concerted action agreement with him. He immediately looked at the beautiful assistant and asked succinctly: "How was the concerted action plan specifically agreed upon?"
Hearing this, Fang Hong couldn't help but smile.
After recalling for a moment, Tian Jiayi continued: "As for the equity structure design of Ningde Times, Mr. Zeng's plan is that he will set up a company, Ruiting Investment, to become the controlling shareholder of Ningde Times. Ruiting holds 23.33% of the equity of Ningde Times.
Mr. Zeng controls 55% of the equity of Ruiting, which means he controls the relative control of Ningde Times by controlling 55% of the equity of Ruiting Investment."
Mr. Zeng asked Ruiting to hold 23.33% of the shares of Ningde Times, which obviously did not reach the 34% baseline. However, Fang Hong was calm, and there must be back-ups. He would know after waiting for the beautiful assistant to talk about it.
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Moreover, if Qunxing Capital holds more equity, according to the signing of the concerted action agreement, it means that Mr. Zeng’s voting rights are still above 42.33%, and his voice in Ningde Era will be firmly in his hands.
Tian Jiayi looked at Fang Hong and said: "Within the company, regarding this project, the current dispute with Mr. Zeng is the concerted action agreement."
Fang Hong was very calm when he heard it. As expected, these three terms were agreed upon. Some of the history has changed, but some of it has remained unchanged.
So it can only be stripped out!
At this time, Fang Hong said directly: "Have the founders provided any specific solutions?"
The two founders hold 4.59% and 10.61% of the equity of Ningde Times respectively, plus the 23.33% held by Ruiting, the total equity ratio is 38.53%, which significantly exceeds the baseline of 34%, so once
He always firmly controls the control of Ningde Era.
Obviously, Qunxing Capital wants to retain the autonomy of voting rights, and if it wants to intervene in Ningde Times, it will definitely take more than 20% of the shares. Hua Yu’s idea is to either not intervene, or to hold at least 34% of the shares to gain control.
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With the memory of his previous life, he knew that Mr. Zeng had a very clear sense of control. The current historical trajectory has changed. Because of the original historical trajectory, Qunxing Capital did not exist among the shareholders of Ningde Era.
As an investor, Fang Hong has never worried about the founder asking for control from him, which to a certain extent shows that the founder is strong and capable.
Precisely because ATL has now become a 100% Japanese-owned enterprise, it is restricted by relevant regulations and wholly foreign-owned enterprises cannot produce power batteries.
Because to intervene, you have to compete with Japanese capital. After all, Ningde Era has not yet been established. The key point is actually ATL Company, and this company is currently a purely Japanese-owned enterprise controlled 100% by Japanese capital.
What's more, Mr. Zeng will definitely sign a concerted action agreement with the other two veteran co-founders.
Tian Jiayi nodded and immediately elaborated: "Yes, Mr. Zeng's solution has also been revealed to Qunxing. The newly established subsidiary is called Ningde Times. At the current stage, it is definitely impossible for Japanese capital to fully withdraw. Mr. Zeng's strategy is to divest first
Let’s talk about it after we come out and buy back the remaining equity from Japanese capital in the future.”
In this way, assuming that Qunxing Capital holds 19% of the equity of Ningde Times, after signing a concerted action agreement with Mr. Zeng, plus the 23.33% held by Ruiting Investment, it controls a total of 42.33% of the voting rights.
Far exceeding the 34% baseline.
Fang Hongyiting Ruiting holds 23.33% of the equity of Ningde Times, which definitely does not meet the standard of control. He must have at least 34% of the equity ratio to obtain control. There is one core to achieve 34% of the equity ratio.
The key right is the right of veto.
Tian Jiayi also continued: "He required Qunxing Capital to hold at least 19% of the equity in Ningde Era and sign a key concerted action agreement with him."
Voting on major matters requires a two-thirds majority to pass, and the 34% ratio, as long as it is opposed, means that even all other shareholders voting in favor cannot satisfy the two-thirds majority, which is equivalent to a one-vote veto.
According to the original historical trajectory, Ningde Times did not repurchase the last 15% of the equity held by Japanese capital around 2015, and then solved the hidden dangers of Ningde Times’ equity. Mr. Zeng had a lot of knowledge before that.
Forward-looking signed a concerted action agreement with two other founders.
Tian Jiayi added: "Having said so much, what do you think of this project? Should we intervene in Ningde Era?"
Fang Hongcai is the big boss of Qunxing Capital. It doesn't matter whether the opinions within the company are consistent or not. As long as the big boss makes the decision, it will be final. If he doesn't ask, then Hua Yu has the final say.
If you really intend to cooperate, you have to pay some due diligence.
"Of course we have to intervene. I am also optimistic about the potential of new energy and Ningde Era." Fang Hong said without hesitation. He glanced at the beautiful assistant and said slowly: "But according to Mr. Zeng's idea
, just the disposal of Ningde Times’ equity structure will take several years, and the efficiency is too slow.”
As a non-bank financial company, Qunxing Capital is definitely not able to directly operate and manage a company, so it needs capable people to manage it, unless it takes control of a company and immediately kills the chickens and cashes in the people to leave the market.
Don't care about the chicken feathers everywhere.
Otherwise, capable founders are very important, so that they can better lead the company to become stronger and bigger. Therefore, regardless of whether they are strong or not, those who are capable and can lead the company to become bigger and stronger, Fang Hong is willing to hand over control to the founder.
This also allows founders to pursue their careers with peace of mind.
After a while, Tian Jiayi stated item by item: "Mr. Zeng's concerted action agreement plan mainly requires agreement on three items. The first item is that the company's shareholders' meeting and the board of directors must be consistent when it comes to proposal rights, nomination rights and decision-making voting rights;
The second article is that if Stars Capital disagrees with his opinion, his opinion shall prevail; the third article is that the concerted action agreement is valid until the date when Stars Capital directly or indirectly holds the equity of Ningde Times, that is,
As long as Qunxing Capital holds the equity of the company, both parties must remain consistent."
Tian Jiayi couldn't help but say: "Do you have any new ideas?"
Fang Hong nodded and said: "Yes, let's get straight to the root of the problem. The root of Ningde's problems lies in ATL. The root of ATL's problems is that the company is now a 100% wholly-owned subsidiary of the Japanese capital TDK Group.
."
Having said this, Fang Hong turned to look at the beautiful assistant again, looked at her and smiled and said: "My solution is simple and unpretentious, just let Qunxing Capital come forward and directly acquire ATL from Xiaoben, and then buy it back.
, Qunxing Capital holds 100% full ownership of ATL Company, wouldn’t it change from a wholly foreign-owned enterprise back to a purely domestic-owned enterprise? If we solve the problem at the root, the subsequent problems will not be a problem.”