Zhao Wei gave up controlling in Wanjia Culture and Shanghai Stock Exchange and sent another inquiry letter to investigate the inside story

on the evening of February 13, Wanjia Culture disclosed the notice on the change in the number of share transfer transactions by shareholders, saying that the company's largest shareholder and Longwei Media signed the Supplementary Agreement on share transfer Agreement on February 13, 2017, making adjustments to the share transfer Agreement signed by both parties on December 23, 2016. The total number of shares transferred to Longwei Media will be adjusted from 185 million shares to 32 million shares, and the total transfer price will be adjusted to 529 million yuan.

original title: Longwei Media financing gave up joining the Shanghai Stock Exchange to ask Wanjia Culture

on the evening of February 13, Wanjia Culture disclosed the "announcement on the change in the number of shareholders' share transfer transactions." according to the announcement on the number of shareholders' share transfer transactions, the company's largest shareholder and Longwei Media signed the Supplementary Agreement on share transfer Agreement on February 13, 2017. Adjust the share transfer Agreement signed by the two sides on December 23, 2016. the total number of shares transferred to Longwei Media will be adjusted from 185 million shares to 32 million shares, and the total transfer price will be adjusted to 529 million yuan.

this also means that Zhao Wei's plan to borrow 3 billion yuan to control Wanjia Culture has fallen through.

at the same time, Wanjia Culture said that the company once again received a letter of inquiry from the Shanghai Stock Exchange on matters related to the equity transfer of the controlling shareholders of Zhejiang Wanhao Wanjia Culture Co., Ltd. (hereinafter referred to as the "inquiry letter"), and the regulators raised five major questions and ordered the company to reply in writing before February 15.

strong > Zhao Wei's entry into the master has changed / strong >

looking back on this equity acquisition. In late December 2016, Wanhao Wanjia Group signed a share transfer agreement with Longwei Media, intending to transfer its 185 million cultural shares to Longwei Media, accounting for 29.135% of the total share capital of the listed company, and the transaction price was as high as 3.06 billion yuan. What is noteworthy is that the vast majority of the funds raised by Longwei Media come from loans and pledge financing. If this transaction is implemented smoothly, film and television star Zhao Wei will become the actual controller of the listed company, so as soon as this acquisition is disclosed, it has attracted wide attention from all walks of life.

in fact, Zhao Wei's "snake-swallowing elephant" acquisition of Wanjia Culture was questioned by all parties in the market as early as at the beginning of its disclosure because of its high leverage, high valuation, and possible invisible capital factions. The Shanghai Stock Exchange also made regulatory action at the first time, requiring Zhao Wei to disclose in detail the key information such as the source and cost of its funds, and fully prompt the relevant risks.

according to Wanjia Culture today's announcement, after the disclosure of the previous transaction, Longwei Media actively docked with financial institutions on financing matters. In view of the large amount of money involved in this transaction, and after the announcement of the transaction plan, there are many doubts about the structure and mode of the transaction, after communicating with a number of financial institutions, long Wei Media said that there is significant uncertainty about whether the financing can be completed on schedule. In this context, in order to ensure the smooth operation of listed companies, after careful discussion between the two sides of the transaction, the transaction was adjusted and the proportion of acquired shares was greatly reduced. After the transaction adjustment, the actual controller of Wanjia Culture will no longer change.

strong > A detailed study of the reasons by the exchange / strong >

however, the above reasons disclosed by Longwei Media did not dispel doubts about the changes in this transaction. Long Wei Media previously said that it had formulated a relatively clear fund-raising plan, in which Xizang Bank Bixin promised to provide a loan line of 1.5 billion yuan, and another financial institution would provide stock pledge financing of about 1.5 billion yuan, which is already in the approval process. Why did such an unequivocal agreement change suddenly after just one month? To this end, in the latest inquiry letter issued by the exchange, Longwei Media is required to explain the specific reasons for the failure to complete the financing on schedule in the light of the above situation, and to explain the main considerations for the change in attitude of financing institutions that already have financing intentions in the short term, and to provide written instructions from relevant financing institutions.

at the same time, after Zhao Wei gave up owning Wanjia culture, the future development and operation of listed companies is also a topic that investors pay close attention to. According to the supplementary agreement, after transferring 5.0396% of its shares to Longwei Media, Wanhao Wanjia Group will continue to hold about 25% of Wanjia Culture and remain the largest shareholder. In this context, will Wanhao Wanjia Group continue to find other owners in the future and firmly transfer its shares to the end? And what kind of role will long Wei Media under Zhao Wei play in Wanjia Culture after receiving the aforementioned shares? Is there any expectation of further increase in holdings? In this regard, the inquiry letter of the Shanghai Stock Exchange clearly asks the shareholders of Wanjia Culture to verify and disclose whether they still intend to transfer their shares in the near future; if they intend to transfer the relevant shares, they need to state the relevant arrangements, otherwise, they need to make a clear commitment for a certain period of time to stabilize market expectations. At the same time, long Wei Media is required to disclose in detail whether it will participate in the operation and management activities of listed companies in the future, whether it plans to cooperate to carry out major projects in the field of film and television media, and whether to further increase its shareholdings in the future.

the reporter noticed that after the disclosure of Zhao Wei's entry into Wanjia Culture, the share price of Wanjia Culture once rose sharply, but then fluctuated back down, showing traces of short-term speculation on this incident. Based on this, the Shanghai Stock Exchange also asked Wanjia Culture to urge Longwei Media to timely fill in the list of insiders related to the above-mentioned equity transfer for the exchange to conduct insider trading verification.

Edit: nancy