Youzu Network gave up additional issuance to acquire Qingguo Lingdong and involved trademark infringement

It is understood that Qingguo Lingdong was involved in a trademark infringement lawsuit for the "Great War of War" online game at the beginning of this year. At that time, Youzu Network said that it would continue to promote the acquisition plan of Qingguo Lingdong without being affected.

Youzu Network announced on September 14 that it had adjusted its non-public offering matters and deleted the 1.94 billion yuan fundraising project to acquire a 97% stake in Qingguo Lingdong, a Web3D interactive entertainment software developer. It is understood that Qingguo Lingdong was involved in a trademark infringement lawsuit for the "Great War of War" online game at the beginning of this year. At that time, Youzu Network said that it would continue to promote the acquisition plan of Qingguo Lingdong without being affected.

The additional issuance plan was deleted and the acquisition of Qingguo Lingdong

Youzu Network had planned to acquire Qingguo Lingdong through major asset reorganization as early as November 2015. Later, in February 2016, it moved to a non-public offering plan, planning to raise funds of 1.94 billion yuan. For the acquisition of 97% equity of Qingguo Lingdong project.

Data shows that Qingguo Smart Web3D interactive entertainment software research and development company has developed a variety of 3D web online games and 3D mobile online games such as "Immortal Era","Light of Darkness", and "Great God of War". Youzu Network said that after the acquisition is completed, the listed company will rely on Qingguo Smart's core technology to focus on high-quality game development strategies, enhance the listed company's 3D game product development capabilities, and improve the listed company's game product portfolio.

After audit, Qingguo Lingdong achieved net profits of 56.94 million yuan and 22.97 million yuan in 2014 and 2015 respectively. Qingguo Smart promises that the net profit attributable to the parent in 2016, 2017 and 2018 will not be less than 140 million yuan, 180 million yuan and 230 million yuan respectively.

However, this acquisition quickly cast a shadow. Youzu Network announced on March 1 that the proposed acquisition target Qingguo Lingdong was sued for compensation of 3 million yuan for trademark infringement involving the "Great War of War" online game. According to reports, Youzu Network stated at the time that it would continue to promote the Qingguo Smart acquisition plan without being affected.

Some analysts believe that mergers and acquisitions in the game industry are mostly based on IP layout, and disputes over intellectual property rights will greatly affect the research and development capabilities of game companies. In fact, there have been many cases in which game companies failed to restructure due to infringement disputes. For example, Deli Holdings terminated the acquisition of Guangzhou Chuangsi, and Woori Holdings terminated the reorganization of Qinglongtu. So is the deletion of Youjiu Games 'additional issuance plan to acquire the equity of Qingguo Lingdong related to this trademark infringement case?

Today, the reporter called Youzu Network as an investor. The staff of its securities department said that this has nothing to do with Qingguo Lingdong's litigation matters, mainly because Qingguo Lingdong still wants more room for independent development. After the acquisition, Qingguo Lingdong becomes part of the company, which is equivalent to synchronizing with Youzu Network in organizational structure, systems and other aspects. For Qingguo Lingdong, the independent development method is better. The above-mentioned staff also said that the current project to acquire equity in Qingguo Lingdong has been stranded, but business cooperation with them will not be interrupted, and cooperation will be increased in the future.

The additional issuance price is close to the secondary market share price.

The reporter noticed that in the revised fixed increase plan released on September 14, in addition to deleting the equity acquisition of Qingguo Lingdong, the number and price of non-public issued shares, and the issuance targets were also adjusted. Based on the calculation of 90% of the average stock trading price in the 20 trading days before the pricing benchmark date (September 14, 2016), the price of this non-public offering is no less than 25.85 yuan/share.

On September 14, the closing price of Youzu Network's secondary market was 26.75 yuan, which is close to the above-mentioned additional issue price.

According to the fixed increase plan released for the first time by Youzu Network on February 6, the expected issue price is not less than 44.50 yuan/share, and the reserve price for the issue was determined to be 79.47 yuan/share on March 29. On July 21, the evening tourist network revised its fixed increase plan. After a 10-to-20 equity distribution, the reserve price of the issue changed to 26.43 yuan/share.

Subsequently, Youzu's share price fell violently. Based on the opening price of 33.37 yuan on July 22, it closed at 27.15 yuan on September 13, and the share price fell 18.6%. The latest revised fixed increase plan released on September 14 shows that the reserve price of the issue is expected to be 25.85 yuan/share.

The reporter learned that when the stock price and the additional issue price are close to or even upside down, some listed companies encounter difficulties in fixing the increase matters. For example, Beichen Industrial has adjusted the additional issuance price many times due to the decline in stock price, but it has not yet completed the fixed increase during the approval period of the China Securities Regulatory Commission; in the second half of 2015, many companies such as Bartian Shares and Furuite Clothing also terminated the fixed increase when the stock price was depressed.

At present, the stock price of Youzu Network's secondary market continues to be sluggish. Will it affect the implementation of the fixed-increase plan? In this regard, the above-mentioned personnel of Youzu Network said that the current stock price should not have much impact on the additional issuance plan. The final fixed increase price has not yet been determined. The final price needs to be determined through market evaluation, consultation with the issuer, and review by the China Securities Regulatory Commission. price.

Editor: yvonne