Reborn, you call this an honest person?

Chapter 264 Completion of Mergers and Acquisitions

Chapter 264 Completion of Mergers and Acquisitions
For women he is not very familiar with, Wang Heng also has a little bit of face blindness, especially when he wears too much clothes and wears less clothes, it is even more difficult for him to distinguish.
Wang Ke had only met him twice in a hurry, so it was understandable that he didn't recognize him. After applauding Wang Ke, Wang Heng frowned a little.

I don't know if it was his luck or bad luck, but this time he won the lottery again...

Wang Heng's 200 billion loan is indeed a bit too much. Wang Heng played in Xiangjiang for three days before Liu Luanxiong came up with it.

During the three days in Xiangjiang, Wang Heng went back to the Banshan Villa to get the villa keys for Wang Ke. Wang Heng bought a bunch of Xiangjiang villas a long time ago, and the keys were all placed in the Banshan Villa.
He also saw Li Yuanyuan at home, and he didn't have much impression that Wang Ke and Zhou Ye were not there. He only remembered that there were three girls living at home...

After getting the money, Wang Heng didn't stay in Xiangjiang anymore, but flew back to Hangzhou.
The merger of JD.com and Pinxixi is about to reach its final stage.

Generally, the acquisition of other companies by means of capital increase and share expansion shall be approved by the shareholders' meeting in accordance with the provisions of the Company Law.

If it is an overall acquisition, at least two-thirds of the shareholders' votes must be obtained, which is why 51% is not an absolute holding.

Before that, Sun Yutong held a general meeting of shareholders. After obtaining the consent of one shareholder, and including the votes in Wang Heng's hand, it completely exceeded 67%.

Then the merger and acquisition officially started,

The first is Pinxixi’s evaluation. Pinxixi is in the midst of the announcement of financing and share expansion. Naturally, this merger and acquisition of Pinxixi does not need to be valued at all, and the merger and acquisition process is naturally much faster.

The shareholders of JD.com are simple, with only two shareholders, Liu Dong and Wang Heng, and it is even faster, so it only took three days to reach the final stage.
Then Wang Heng just came back to raise 200 billion yuan in advance for JD.com,
Originally Pinxixi had 276 billion shares, but the valuation was suppressed at 300 billion, and the stock price was equivalent to 1.08 yuan.
In order to acquire Jingdong, it is necessary to inflate 200 billion shares, which is equal to 200 billion ÷ 1.08 yuan = 185 billion shares.
In addition to the original 276 billion, Pinxixi Mall expanded its shares to 461 billion shares,

Assuming the merger is completed, the valuation of Pinxixi will rise to 500 billion, (the original Pinxixi 300 billion + Jingdong 200 billion) and the stock price remains unchanged at 1.08 yuan.
If the merger fails, the newly added 185 billion shares will either be destroyed or distributed to all shareholders of Pinxixi in proportion.
If it is distributed to all shareholders in proportion, Pinxixi still has to be calculated based on a valuation of 300 billion, and the single share price is 300 billion ÷ 461 billion = 0.65 yuan.
Pinxixi's acquisition of JD.com means that Pinxixi will issue an additional 185 billion shares to Wang Heng,

Shareholders of Pinxixi before the merger,
Yanxuan Group is the largest shareholder with 46 billion shares accounting for 16.7% of Pinxixi. After the merger, the number and value of Yanxuan Group's 46 billion shares have not changed, but the shareholding ratio has also dropped to 9.9%.

The Hong Kong businessman Li Jiacheng and others who previously acquired the equity in Wang Heng's hands have also reduced their equity to 45% of the 9.7 billion shares they own.

The 45 billion shares of Yahoo’s original share exchange were also interpreted to 9.7%
45 billion shares of Tencent, 12 billion shares of 39.2 venture capital companies that followed Tencent’s A-round investment,

7.5 million shares of Goldman Sachs, 2460 million shares of Sun Yutong, 1 million shares of Softbank, 11.5 billion shares of C-round investment banks,

Including the 2.3 million shares of the company's employee pool, no one seems to have lost money, but all shares have been interpreted,

Of course, there are also those who make money, such as Wang Heng,
Originally, Hengda Group only accounted for 13.5% of the shares (37.2 billion shares). After the acquisition of Jingdong, the original 37.2 billion shares were still 37.2 billion shares, and the shareholding ratio was only 8%.

Of course, these are only old shares, and there are 185 billion new shares after the merger,

Therefore, after Pinxixi acquired JD.com, it means that Wang Heng owns 8% of b shares and 40% of a shares.
Calculated in terms of voting rights, it means that he has 8% x 10 = 80 votes, plus 40% x 1 = 40 votes, a total of 120 votes,
The remaining 52% of the shares have only 52 voting rights,

Adding all together, the total number of votes for Pin Xixi is 172, and Wang Heng's 120 votes is equivalent to 70% of the absolute holding.
So far, Hengda Group has completely controlled Pinxixi Mall, and Pinxixi is equivalent to Wang Heng's private company.

And Pinxixi's previous 86% shareholder was cut from a major shareholder to a minority shareholder overnight.
The same is true for Zach of Facebook before. He used mergers and acquisitions to drive away major shareholders and finally took charge of the company.

Since Pinxixi is not a listed company and does not need to disclose information to the public, the original shareholders of Pinxixi will not know that Wang Heng has completely controlled Pinxixi until the general meeting of shareholders.

Of course, Pinxixi's acquisition of JD.com and its reorganization can also be regarded as malicious mergers and acquisitions.

Because there is an article in the company law, the issue of asset evaluation.

The party who is damaged in the asset appraisal can file a lawsuit. When handling such cases, the court does not necessarily use the results of the appraisal agency as the basis for the decision, but should make a new estimate based on the actual situation.

Generally, there is a considerable distance between the valuation report with problems and the actual market price, or the factors considered in the valuation of intangible assets are not comprehensive, making it deviate from the value. If there is such a situation, the court can correct it.

What's more, if it is discovered that the principal responsible person has lost state-owned assets due to the evaluation behavior and seeks personal benefits from it during the case handling, it can be directly transferred to the investigation agency for filing the case.

However, it just so happened that Wang Heng did not make the valuation of Pinxixi, but themselves.

Originally, their purpose of suppressing Pinxixi's valuation was to reduce costs and expand shares. After all, Wang Heng was in a coma, and no one was competing with them. In addition, the reason for suppressing Pinxixi's valuation was that everyone was having a hard time in the financial crisis. pay.

After the merger was completed, Sun Yutong looked at Wang Heng who was sitting in the office smugly, and couldn't help wondering whether Wang Heng was pretending to be unconscious, pretending to be a pig and eating a tiger.

(End of this chapter)

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