Jianrui Fire completed the acquisition of Waterma -Lithium - Ion Battery Equipment
Investors in the lithium-ion battery sector have been looking forward to it since Jianrui Fire disclosed its plan to acquire 100% of the shares of Shenzhen Waterma Battery Co., Ltd. (hereinafter referred to as Waterma) in March this year.
The reporter noticed that on the evening of August 30, the company announced the "Implementation of Issuing Shares and Paying Cash to Purchase Assets and Raising Supporting Funds and the New Share Listing Notice", which means that the transaction was successfully completed.
The company's new shares will be listed soon
The notice released by Jianrui Fire on the evening of August 30 shows that on February 22, the Waterma shareholders meeting passed a resolution, agreeing that its shareholders would transfer 100% of the equity of Waterma they held in total to the company; two On April 29, the relevant proposals of the transaction were reviewed and approved by the company's board of directors; on April 12, the company's board of directors reviewed and approved the major asset restructuring report (draft) and other related proposals; on April 28, the company held a temporary The general meeting of shareholders reviewed and approved the resolutions related to this transaction; on July 19, the company received the approval from the China Securities Regulatory Commission; on July 20, the 100% equity of Waterma held by the original shareholders of Waterma was transferred. to the company's name; on August 18, the company applied for the registration of new shares for the issuance of shares to purchase assets and raise supporting funds; the company's listing of the new shares issued by the company has been approved by the Shenzhen Stock Exchange. The listing date of the new shares is September 2.(Lithium - Ion Battery Equipment)
The reporter noticed that with the completion of the company's merger and acquisition, Waterma's shareholders finally transferred it. In fact, Waterma was successively spotted by Pagoda Industry and Changyuan Group last year, and planned to include it in the bag, but in the end they were all dismissed.
In April 2015, Baota Industry announced that the company intends to issue shares to specific objects to purchase 100% equity of Shenzhen Waterma. But only 9 days later, Pagoda Industrial announced to abandon the transaction. Regarding the reasons for the failure of the reorganization, Baota Industrial explained that the company believes that the assets do not meet the conditions for transaction reorganization.
Since then, on July 21, 2015, Changyuan Group announced a notice of suspension of trading on major events, and planned to acquire 88.8889% of Shenzhen Waterma through major asset restructuring. However, after going through preliminary discussions, intermediary investigations, and discussions on valuation between the two parties, on November 2, 2015, Changyuan Group announced that due to the company's suspension period, both the capital market and the industry to which the underlying assets belonged occurred. After many efforts, the company and the shareholders of the underlying assets were unable to reach an agreement on the valuation of the underlying assets, and the company decided to terminate this major asset reorganization.
Last year, Waterma's battery cell production ranked fifth in the world
It is worth noting that the company's acquisition of Waterma has also encountered regulatory concerns.
At the end of 2014 and 2015, Waterma's two valuations for the purpose of increasing registered capital and equity transfer were 900 million yuan and 3.3 billion yuan respectively, and the company's transaction gave Waterma a valuation of 5.2 billion yuan. . Therefore, the Shenzhen Stock Exchange issued an inquiry letter to the company, requesting the company to explain the fairness and rationality of Waterma's several valuations.
The reporter noticed that regarding this high-value transaction, relevant parties have also made high-value profit commitments. According to the "Profit Commitment and Compensation Agreement", the compensation obligor promised that Waterma's deduction of non-net profit from 2016 to the end of 2018 will not be less than 404 million yuan, 909 million yuan and 1.518 billion yuan.
So what is the status of Waterma's assets? The reporter noticed that in the reply letter of Dongfang Seiko to the exchange on August 18, it was shown that in 2015, the output of battery cells produced by Waterma ranked fifth in the world, accounting for 4.92%.