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Dispute between Yunnan 188bet Live Casino and Jiangnan Garden’s small shareholders,Gradually reaching the climax。
May 9,Yunnan 188bet Live Casino releases announcement on major litigation,This is a lawsuit from a small shareholder of its holding subsidiary Jiangnan Garden,Require Yunnan 188bet Live Casino to acquire the remaining equity of Jiangnan Garden,The amount involved is approximately 239 million yuan.
This acquisition dates back to 2014,At that time, Yunnan 188bet Live Casino acquired 80% of the equity of Jiangnan Garden from original shareholders such as Yang Jianguo,Betting on performance for 3 years,Also provide the latter with many favorable conditions,For example, after the performance is completed, the remaining 20% shares of Jiangnan Garden held by the original shareholders will be acquired,There are also performance rewards, etc.。Jiangnan Garden completed its performance as promised after 3 years,Yunnan 188bet Live Casino failed to complete the acquisition of the remaining equity as promised。
Original shareholder of Jiangnan Garden、The current small shareholders are quite dissatisfied with this,As early as 2018, many people sued Yunnan 188bet Live Casino,Require them to keep their promises,And now,Yang Jianguo, the second largest shareholder of Jiangnan Garden (holding 10% of shares), finally took action,The dispute is pushed to a climax。
Acquired "Bury Mine" 6 years ago
Things go back to 6 years ago.
In 2014, Yunnan 188bet Live Casino is confident about acquiring Jiangnan Gardens,The latter is a cover seedling planting company、 Garden landscape design、Garden Project、Antique Garden、A comprehensive landscape and greening service provider for the entire industry chain including cultural relic protection and restoration and garden maintenance。
Yunnan 188bet Live Casino mainly invests in scenic spots、Operation and management business。
The two have certain business correlation,And Yunnan 188bet Live Casino was very interested in the profitability of Jiangnan gardens。So,Yunnan 188bet Live Casino does not hesitate to exceed the net assets of Jiangnan Gardens by 230.04% of the value acquired the latter,At that time, the book value of Jiangnan Garden’s net assets was approximately 1.8.2 billion yuan,And the estimated price is 6.0.2 billion yuan。Yunnan 188bet Live Casino acquired 80% of the shares,Quotation 4.7.5 billion yuan。The remaining 20% of the shares are still held by the original shareholders of Jiangnan Garden。
Not only that,Yunnan 188bet Live Casino also provides many favorable conditions to the original shareholders of Jiangnan Garden,But they are all based on the latter’s performance。According to the performance betting agreement between the two,Jiangnan Garden needs to complete no less than 60 million yuan in 2014-2016 respectively、75 million yuan、Net profit of 93.75 million yuan,Accumulated net profit of 228.75 million yuan。
If the performance is completed,It will exceed 30% of the total promised net profit,As a performance reward, Jiangnan Garden pays it to the core team 188bet Live Casino。
and,Before the end of 2017,Original shareholder of Jiangnan Garden、Currently minority shareholders can apply for Yunnan 188bet Live Casino to acquire the remaining 20% equity held by them,And Yunnan 188bet Live Casino needs to complete the acquisition within 6 months,The purchase price is valued at 11 times Jiangnan Garden’s 2016 net profit。
Later,188bet Live Casino has exceeded its performance,The net profit from 2014 to 2016 was 5,216.380,000 yuan、7,581.620,000 yuan、11,283.880,000 yuan。
So,End of 2016,Yunnan 188bet Live Casino is faced with such an account: Jiangnan Gardens exceeded the quota by 1206 in 3 years.Net profit of 880,000 yuan,Therefore, it is necessary to issue a reward of 3.62 million yuan to the core business team;In 2016, Jiangnan Garden achieved about 1.Net profit of 1.3 billion yuan,Total valuation 12.4.3 billion yuan,So preparation 2 is required.4.9 billion to acquire the remaining 20% equity of Jiangnan Garden。
188bet Live Casino changes, acquisitions change
Jiangnan Garden has fulfilled its performance commitment,Yunnan 188bet Live Casino failed to fulfill its acquisition commitment。
So the original shareholders of Jiangnan Garden started their rights protection journey in 2018,Small shareholder Qin Wei was the first to attack,He was originally a garden designer in Jiangnan,Shareholding ratio is 0.5%,Later sold 0 to Yunnan 188bet Live Casino4% shares,0 left.1%,Follow 12.Total valuation of 4.3 billion yuan,He should get about 124 from Yunnan 188bet Live Casino30,000 yuan share repurchase fund。
Qin Wei sued Yunnan 188bet Live Casino in 2018,Request Yunnan 188bet Live Casino Press 1,241,226.Acquired its equity in Jiangnan Garden at a price of 80 yuan,In the end Qin Wei won the case,The court requires Yunnan 188bet Live Casino to pay the above amount,There is also interest。
2019,Another 12 original shareholders of Jiangnan Garden sued Yunnan 188bet Live Casino,Required to pay 7,532,490.00 yuan payment,Approximately corresponds to Jiangnan shares 0.6% shares。
But compared with Yang Jianguo,These can only be regarded as small-scale rights protection,Because their shareholding ratio is not large,The amount requested is not too much。Yang Jianguo’s shareholding is 10%,Based on the above valuation,Yunnan 188bet Live Casino should be required to pay 1.24.3 billion yuan of repurchase funds,In fact,Yang Jianguo’s appeal is 124,122,680 yuan,In addition, Changzhou Zhongchi Investment Partnership holds 7 shares.39%,The appeal is 91,726,660.52 yuan。
Yang Jianguo holds 85% of Changzhou Zhongchi Investment,Both filed lawsuits at the same time,plus interest charges、Attorney fees, etc.,About 2 in total.3.9 billion 188bet Live Casino。
Yunnan 188bet Live Casino did not fulfill its acquisition commitment, and it also had its own difficulties.
After Jiangnan Garden completed its three-year performance commitment in 2016,Net profit fell immediately,Even to huge losses。Reporters inquired about Yunnan 188bet Live Casino’s financial reports in recent years and found out,2017-2018,The net profit of Jiangnan Garden is 4861 respectively.40,000 yuan、-3495.450,000 yuan,Even more losses in 20191.4.7 billion yuan。
Performance did not meet expectations,The huge amount of goodwill formed during the original acquisition of Jiangnan Garden will be impaired,And included in the current profit and loss,Affects net profit。In fact,Since 2018, Yunnan 188bet Live Casino has begun to make large provisions for impairment of goodwill,The goodwill impairment loss in the current year is approximately 1.2.9 billion yuan,Almost all are caused by Jiangnan gardens。1 in 2019.Goodwill impairment loss of RMB 5.8 billion,It is basically caused by Jiangnan gardens。The net profit of Yunnan 188bet Live Casino in 2019 was less than 100 million yuan。
The business status 188bet Live Casino,This can be seen from its net profit in recent years。A noteworthy detail is,When acquired in 2014,Jiangnan Garden is also a high-tech enterprise approved by the Jiangsu Provincial Department of Science and Technology,Therefore its income tax rate is only 15%,In 2016, because the business income of high-tech categories did not meet relevant regulations,Therefore restored to 25%,The income tax rate of 25% has been used since then。
A practitioner from an accounting firm told a reporter from China Times: “Major lawsuits by companies should be disclosed as contingencies,As long as the case is not closed,Estimated liabilities will be accrued on all subsequent balance sheet dates,This will affect the 188bet Live Casino the current period。”
Then,These 2.Estimated liabilities of 3.9 billion yuan,Where will Yunnan 188bet Live Casino’s performance in 2020 be taken?In response to this problem,The "China Times" reporter called the Yunnan 188bet Live Casino Board Secretary Office and securities representatives several times,But no one answered。
*Source of this article: China Times, authorAuthor: Li Future, 188bet Live Casino title: "Yunnan 188bet Live Casino was sued by minority shareholders and may have accrued hundreds of millions of yuan in estimated liabilities》.
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