Chapter 229 [Less than 2 Billion Is Enough to Acquire Hengtong (310)]
In the CEO's office at the headquarters of Qunxing Capital.
Fang Hong ignored the shocked expressions of the two and continued, "Contact the people of Zhongtai Capital. Qunxing will take over the equity of Hengtong Pharmaceutical Group held by Zhongtai and complete the merger and acquisition of Hengtong Pharmaceutical in a flash."
Seeing the determination shown by his boss, Hua Yu realized that he really decided to swallow up Hengtong Pharmaceutical, and immediately said, "Hengtong Pharmaceutical's asset scale is more than 18 billion. Our current liquidity may not be enough. Should we cash out liquidity from the capital market?"
Hua Yu thought that if Qunxing Capital really planned to swallow up Hengtong Pharmaceutical Group, it would probably cash out a sum of money from the external capital market.
Fang Hong shook his head calmly and said, "No, less than 2 billion is enough to take over Hengtong."
After hearing this, Hua Yu immediately understood how he wanted to play. He planned a path similar to the high-tech industrial park in the northern suburbs of the new city, set up a subsidiary, and then pledged 100% of the equity to financial institutions in exchange for a cash flow, and then raised a private equity fund. Finally, Qunxing Capital paid a small part of the money as subordinated funds. The big brother is subordinated and the younger brother is prioritized. If there is a loss, Qunxing will lose money first.
In this way, the funds needed for the acquisition of Hengtong Pharmaceutical will be gathered. It does not cost too much money to play this way. Of course, it does not require Qunxing Capital to pay too much money to participate in the acquisition, but to spend other people's money to acquire other people's companies.
Playing capital operation is to use other people's money, and try not to use your own money.
At this time, Fang Hong thought for a moment and said: "You contact the people of Zhongtai Capital and offer 3.56 billion to buy the 30% equity of Hengtong Pharmaceutical held by Zhongtai Capital, but you have to divide the money into two parts."
Hua Yu was surprised and said: "Divide it into two parts?"
Fang Hong nodded and said: "That's right, otherwise why would Zhongtai Capital sell it to me? The net value of that 30% equity is worth 3.06 billion. Zhongtai Capital must see that selling it to me can maximize the benefits."
Hua Yu immediately asked: "How to do it specifically?"
Fang Hong said: "Let's set up a shell company first, and then use this shell company to buy the 30% equity of Hengtong Pharmaceutical held by Zhongtai Capital for 3.06 billion. We will transfer the other 500 million to the account of another shell company, and then let Zhongtai Capital also set up a shell company, and we will use this 500 million to buy it or exchange equity. The legal risks must be well isolated."
If the risk isolation is not done well, it will become a transfer of interests, but it is not difficult to avoid the potential legal risks.
Hua Yu immediately understood the arrangement made by the big boss. In this case, Zhongtai Capital would definitely sell its 30% stake to Qunxing, because this would mean an extra 500 million yuan.
Moreover, with such a large amount of money involved, there are not many people who can afford it, so Zhongtai Capital would definitely choose Qunxing Capital.
The reason for dividing the transaction into two is to avoid giving a premium to the equity, because according to the terms of the series of agreements signed between Zhongtai Capital and Wang Qingxiong, the difference needs to be compensated by the proceeds from Wang Qingxiong's sale of his own shares.
From a legal perspective, these are two transactions and there is no correlation. Zhongtai Capital's transfer of its equity in Hengtong Pharmaceutical to Qunxing Capital at a price of 3.06 billion yuan is a separate transaction. There is no problem, and there is no act of selling assets at a low price. It is reasonable, legal and compliant.
The other 500 million yuan is other transactions between Qunxing Capital and Zhongtai Capital, which has nothing to do with Hengtong Pharmaceutical, but Zhongtai Capital has indeed earned an extra 500 million yuan.
If the transaction is not split into two, if the 30% equity of Hengtong Pharmaceutical Group held by Zhongtai Capital is purchased for 3.56 billion, it is equivalent to a premium of 500 million. According to the terms of the agreement, Wang Qingxiong needs to make up the difference of 4.54 billion, and Zhongtai Capital will get 8.1 billion with principal and interest.
But if the 500 million premium is removed and the 30% equity of Hengtong Pharmaceutical Group held by Zhongtai Capital is purchased for 3.06 billion, then according to the terms of the agreement, Wang Qingxiong needs to make up 5.04 billion, and Zhongtai Capital actually exits with 8.6 billion with principal and interest, earning 500 million more.
However, in terms of the process, Qunxing Capital did not directly buy the 30% equity of Hengtong Pharmaceutical Group from Zhongtai Capital.
Because according to the terms of the series of agreements signed by Zhongtai and Wang Qingxiong, Hengtong Pharmaceutical's dream of listing has been shattered, and it needs to repurchase the equity held by Zhongtai Capital. The company needs to pay a sky-high price of 8.1 billion to repurchase the 30% equity.
Hengtong Pharmaceutical Group is absolutely impossible to come up with so much money now, what should it do? The only way left for Wang Qingxiong is to sell his own shares to make up the difference. At present, Wang Qingxiong holds 67% of the shares of Hengtong Pharmaceutical Group.
The company itself has to pay 3.06 billion to repurchase the 30% equity, but the company does not have so much liquidity and can only introduce new capital through external financing.
A new problem has come.
In the current financial tsunami environment, capital is in a contraction cycle. Which investor is willing to raise money for you at this time?
What's more, you have a lot of troubles. Investors are afraid of being stuck in the quagmire and will definitely stay away. Life is not easy to begin with. Such a problem project is as far away as possible.
This is the time for Qunxing Capital to appear, and Wang Qingxiong has no bargaining power at all. Qunxing Capital pays an additional 500 million yuan in premium to Zhongtai Capital. Fang Hong will not eat this loss and must make up for it from Wang Qingxiong.
what to do? Suppressing the asset prices of Hengtong Pharmaceutical, including suppressing the control premium, using less money to obtain more equity is equivalent to offsetting the premium to Zhongtai Capital. Anyway, both Zhongtai Capital and Qunxing Capital are Daozu, and only Wang Qingxiong and Hengtong Pharmaceutical Group are bound to achieve a world of fish and meat.
From the moment the dream of Hengtong Pharmaceutical going public was shattered, the fate of the company founded by Wang Qingxiong and others was already determined.
A lightning hunt for Hengtong Pharmaceutical began.
The plan to annex Hengtong was formulated on the spot by Fang Hong, and detailed instructions were given to Hua Yu for execution, and then he left Qunxing Capital.
As the big boss left, Hua Yu's assistant Yue Qing couldn't help but said: "The three-step strategic plan set up for Wang Qingxiong is so clear. I suspect that this young boss has already formulated it." Well, I thought he was just a stock trading genius, but I didn’t expect that he was so high-end in capital management, and he was so strong and ruthless.”
"This merger will definitely cause a sensation in the entire business district. My father is right. There is indeed a big gap between me and him." Hua Yu also sighed with emotion. He turned to glance at Yue Qing and added: "Not ruthless enough. , is not strong enough, how could Stars Capital reach its current scale in such a short period of time?”
After a while, Hua Yu ordered: "You go and arrange your itinerary. I will go there personally to talk to the head of Zhongtai Capital tomorrow. In addition, you immediately start implementing the first step of Whale Swallowing Hengtong Medicine's three-step strategy." ”
The assistant nodded and left the office to make arrangements.
The entire three-step strategy is an exquisite game, linked together.
This first step strategy is to prepare the required M&A funds. Qunxing Capital valued Hengtong Pharmaceutical at 9.2 billion yuan, which is about 10% lower than the normal valuation. This is to suppress the valuation and start M&A.
It was decided to spend 8.1 billion yuan to acquire 88% of the equity of Hengtong Pharmaceutical Group. With this acquisition capital, a shell company called "Ruihe" was first established. As the name suggests, the shell company had nothing.
Then he pledged 100% of Ruihe Company's equity to financial institutions and exchanged 47% of the value at a valuation of 8.1 billion yuan, or about 3.8 billion yuan.
Why can a shell company be replaced with a sky-high price of 3.8 billion?
What other financial institutions look at is not the shell company, but the credit and strength of Qunxing Capital behind the scenes.
Then Qunxing Capital itself spent 1.62 billion yuan in real money and used it as inferior funds for the project. When it lost money, it lost Qunxing's money first. Why did Qunxing lose money first? Because the higher the risk, the greater the return, and the greater the benefit.
Finally, a private equity fund was launched to raise 2.68 billion yuan in funds, all of which were priority funds, with low risk but relatively small returns.
In this way, I spent 1.62 billion myself, plus 2.68 billion from the private placement, plus the 3.8 billion pledged, and I got the 8.1 billion needed for M&A funds.
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