After three months of suspension, Lianchuang Optoelectronics (600363) finally disclosed the detailed merger plan. The company plans to acquire a 65% stake in the well-known Hann Connected Company for a price of 468 million yuan. If the acquisition is successful, the company will be involved in the field of holographic multimedia digital interaction. The company's stock will continue to be suspended.
Lianchuang Optoelectronics announced today that the company intends to use the method of issuing shares and paying cash to make a price of 468 million yuan to acquire a 65% stake in Hann Internet, which is held by Yuan Fan, Gao Yuan and Peng Zhaoyuan. Among them, 65% of the transaction price is paid by shares, and the remaining 35% of the transaction consideration is paid in cash.
According to the plan, in the issue of shares to purchase assets, the price of the issued shares is 12.75 yuan per share, and the number of issued shares is expected to be 23,385,800 shares. The remaining 163.8 million yuan will be paid in cash, which is derived from the previous fundraising.
At the same time, Lianchuang Optoelectronics also plans to issue a total of 36,759,900 shares to the company's actual controller Deng Kaiyuan at a price of 12.75 yuan per share, raising 468 million yuan of matching funds, after deducting the issuance costs, for holographic concert operations, scenic holography Experience the construction and operation of the pavilion and supplement the working capital.
According to the data, Hann Interconnect is a comprehensive service provider for holographic multimedia digital interactive display content and mobile development and operation services. It has been deeply involved in the field of digital marketing experience for many years. It is an enterprise with relatively early industry and high brand awareness in this field. In this transaction, the estimated value of 100% equity of the company is 720 million yuan, and the estimated value-added rate is 318.73%.
For future performance, the counterparty promised that Hann Internet's net profit after deduction from 2016 to 2018 should be no less than 55 million yuan, 66 million yuan and 76 million yuan. At the same time, the trading partners Yuan Fan, Gao Yuan and Kaiya Investment promised that in the performance commitment period of each year, if the performance of Hann Internet is up to standard, the shares of the listed company will be unlocked in batches, and the progress of the unlocking shall not be prior to the completion of the performance commitment. .
For this transaction, Lianchuang Optoelectronics said that the company will add holographic multimedia digital interactive display and mobile development and operation services based on the original LED business and cable business. Try to build a diversified development pattern of traditional industries and emerging industries, and initially realize the strategic development goals of the company's multi-wheel drive.
In this plan, both parties to the transaction also agreed on the expected transaction of the remaining 35% equity of Hann Interconnect. According to the agreement, after the performance commitment and the end-of-date impairment test are completed, and the relevant compensation arrangements have been fully realized (if involved) and the listed company is satisfied, the listed company will acquire the remaining 35% of the shares of Hann Interconnect, and the purchase price will be “The average price-earnings ratio of the acquisition of assets of listed companies in the same industry at that time†is the basic principle, and the final price is determined by mutual agreement.
Lianchuang Optoelectronics also announced that the company decided to terminate the fixed-income program launched in April 2015. Regarding the reasons for termination, the company stated that since the second half of 2015, the capital market has fluctuated greatly, and the fixed increase failed to progress as planned. The board of directors decided not to implement the plan and terminate the relevant resolutions.
At that time, the announcement showed that Lianchuang Optoelectronics intends to increase the fundraising by about 851 million yuan. After deducting the issuance expenses, it will be used to build an infrared focal plane detector chip industrialization project, increase the capital of the holding subsidiary to implement the aerospace special cable project, and O2O. Marketing channel construction projects, repayment of bank loans and replenishment of working capital.
Electro Gold Pcb,Electronic Circuit Board,Gold-Plated Circuit Board,Gold-Plated Process Circuit Board
Shenzheng Weifu Circuit Technology Co.Ld , https://www.wfcircuit.com