Zhao Min “give way” Xie Zhikun takes charge of Baode shares to speed up



At the end of 2020, the planned restructuring has given Baode shares (300023) the expectation of changing owners, and Xie Zhikun, the head of Zhongzhi department, will become the actual controller of the company. In this context, Baode shares disclosed on the evening of March 23 that Zhao Min, the current actual controller, and Xing Lianxian, the person acting in concert, have put forward a large-scale reduction plan, with the shares to be reduced accounting for 12% – 20% of the company’s total share capital. According to the calculation of Beijing business daily, regardless of the restructuring situation, if the reduction plan is implemented, Xie Zhikun will also become the actual controller of the company, which also means that Xie Zhikun is afraid to take over Baode shares in advance.

According to the disclosure announcement of Baode shares, Zhao Min and Xing Lianxian plan to reduce the company’s shares no less than 37.9328 million (including the number of shares) and no more than 63.2214 million (including the number of shares), accounting for 12% – 20% of the company’s total shares, by means of agreement transfer, centralized bidding or block trading within 6 months after the announcement of the reduction plan And the proportion is determined by Zhao Min and Xing Lianxian through consultation.

As of the close of March 23, Baode’s share price was 8.99 yuan / share, down 1.86% on the same day, with a total market value of 2.842 billion yuan. After calculation, the corresponding market values of 12% and 20% of Baode’s shares are 341 million yuan and 568 million yuan respectively.

The equity relationship shows that Zhao Min and Xing Lianxian, acting in concert, hold 108 million shares of Baode (34.04% of the company’s total share capital) and 13.2479 million shares (4.19% of the company’s total share capital), respectively. Zhao Min and Xing Lianxian are married. Baode shares said that the completion of the reduction plan is expected to lead to changes in the company’s actual control.

It is worth mentioning that Baode shares have long been expected to change owners. In December 2020, the company’s plan to purchase 89.76% of the shares of mingpinshijia triggered a heated discussion in the market. According to the trading plan at that time, with the completion of the above acquisition, Zhao Min, the actual controller, transferred 17.5% of his shares to Chen Minghui, the trading partner. After this operation, Zhao Min and Xing Lianxian, who acted in concert, reduced their shareholding ratio to 20.73%.

In addition, Beijing shoutuoronghui Investment Co., Ltd. (hereinafter referred to as “shoutuoronghui”) controlled by Xie Zhikun holds 10% equity of Baode shares, and Chongqing Zhongxin rongchuang Investment Co., Ltd. (hereinafter referred to as “Zhongxin rongchuang”) is the concerted actor of tuoronghui, and holds 18.17% equity of Baode shares. In December 2020, both parties signed the voting power entrustment agreement, and Zhongxin rongchuang will hold 18.17% equity of Baode shares All the voting rights of 18.17% shares of the company are exclusively and irrevocably entrusted to Shoutuo Ronghui. As a result, the controlling shareholder of Baode shares will be changed to head tuoronghui, and the actual controller will be changed to Xie Zhikun.

Now, Zhao Min has not yet transferred 17.5% of his shares, so they and Xing Lianxian put out a large reduction plan. After calculation, even if Zhao Min and Xing Lianxian reduce their shareholding by at least 12%, their total shareholding will be 26.23%, lower than Xie Zhikun’s total shareholding of 28.17%. This also means that even if the reorganization is not completed and the reduction of Zhao Min and Xing Lianxian’s shares is completed, Xie Zhikun will become the actual controller of Baode shares.

Baode shares also said on the evening of March 23 that Zhao Min and Xing Lianxian’s reduction of 12% – 20% of the shares of the listed company mentioned in the reduction plan and Zhao Min’s proposed sale of 17.5% of the shares of the listed company to Chen Minghui’s controlled enterprises are independent of each other. In response to relevant issues, a reporter from Beijing Business Daily called the office of the Board Secretary of Baode Co., Ltd. for an interview. The staff of the other side said that “at present, the disclosed reduction plan is only an intention, and whether it can be completed is still uncertain.”.

Beijing Business News (reporter Dong Liangma)

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