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Sorry, "old cannon" - on April 28, 2021, the listed company Huayi Brothers disclosed its annual report for 2020, telling the market in black and white that Zhejiang Dongyang Meila Media Co., Ltd., of which Feng Xiaogang is the manager, did not complete the performance commitment (mèi), and according to the VAM agreement, Feng Xiaogang had to compensate 168 million yuan.
On May 17, huayi brothers' uncollected payment successfully attracted inquiries from the Shenzhen Stock Exchange: "The specific progress of the compensation matters so far, the deadline for compensation, and whether there is a risk that the promised party will not be able to fully fulfill its compensation obligations?" In the words of the melon-eating masses: Feng Xiaogang, have you lost, when will you give it at the latest, will it be a debt?
Half of Huayi's territory was played by Feng Xiaogang
The "old cannon" did lose the bet, but the general ledger did not lose. Remember that in 2015, Huayi Brothers spent a one-time investment of 1.05 billion yuan in order to acquire 70% of the equity of Dongyang Merah. At that time, Dongyang Meila had just been established for two months, with total assets of 13,600 yuan, and after being acquired, it soared, and the asset unit jumped from 10,000 yuan to 100 million yuan. In exchange, the two parties signed an agreement, that is, Feng Xiaogang promised that Dongyang Meila's performance target for 2016 would be no less than 100 million yuan in net profit after tax, and then increased by 15% year by year in the following four years, and if the target was not completed in that year, Feng Xiaogang would have to use cash to make up the difference.
Feng Dao still had a hand. In 2016, he passed the test by relying on "I am not Pan Jinlian"; in 2017, "Fanghua" far exceeded the target; in 2018, he planted once because "Mobile Phone 2" could not be released; in 2019, he lamented that "the hero is old, but still grateful", "Only Yun Knows" barely rushed the line; in 2020, he encountered a special new crown epidemic - he did not complete the performance commitment in two years, and he needed to pay a total of 235 million yuan out of pocket, judging from the 1.05 billion acquisition money that Dongyang Mela led at the beginning, Feng Dao was very profitable, and he did not work in vain in recent years.
The name of Dongyang Meila, Dongyang City is where Hengdian is located
Mei La, Feng Xiaogang said it means "drinking wine and drinking beauty"
Some people will say that the VAM agreement of that year was the transmission of benefits, that is, the Huayi brothers sent money to Feng Xiaogang! Correct, but standing at the time point of 2015 is not very comprehensive, at that time Huayi Brothers was intended to tap greater profits in Feng Xiaogang, by no means to teach morality and do charity.
Speaking of A VAM agreement, it is a form of option, a right agreement between two parties in a certain situation that is uncertain about the future. Capital often use this financial tool to do risk control for their own investment, drought and flood to ensure income, and the financing side, the first hand to get the resources, in the operation of the intervention is not much, in a certain period of time, to achieve the predetermined goal are happy, smashed the backfill hole, serious have to give up the foundation.
A VAM agreement that tests the spirit of the contract
It is widely used in mature capital markets
Think of that year, the big S mother-in-law Zhang Lan bet on the capital Dinghui with the listing time, and was kicked out of the pretty Jiangnan after failure; Chen Xiao bet on the capital Morgan Stanley with the net profit amount, and had to sell Yongle Electric Appliances to Gome at a vague juncture; Li Chuntu bet on the three major investment banks at the performance growth rate, losing control of the Prince Milk Group - in these tragic cases, you can say that the capital is not benevolent, but you can't say that the capital is unwise.
Li Chuntu must have regretted playing chess with capital that year
The operation logic of market capital is to make money more, to make money faster, to make money more securely, to make money for a longer time, to be greedy and cautious, to be able to send charcoal in the snow, and to draw salaries from the bottom of the pot. After all, the traders are all extremely intelligent, broad-minded, and most informed, and their methods are various, and the betting agreement is only one of the tools.
CDH, a large investment fund in the Chinese market
About ten years ago, when the fan economy and the benefits of the circle of money in the entertainment industry appeared, the capital that smelled the fragrance began to enter on a large scale. Behind the surge in the number of screens in China, the progress of CG technology teams, industrial star-making and various variety shows, it is inseparable from the support and allocation of capital. In the film industry, people in the industry are faced with growing pains: "In the past, filmmakers took the script to find money, and now many investors take the money to find the script and find the creative team." ”
However, there is a strong uncertainty in products such as film, television, and variety shows, and it is not uncommon for stains to drag on, premature releases, word-of-mouth declines, and box office hits the streets. Capital does not value content, in their eyes the repertoire is not fundamentally different from other venture capital projects, the input-output ratio is the key. Therefore, the diversified value of an IP has to be squeezed to the extreme, and some of the tricks familiar to the capital circle are also staged in the entertainment circle: buying and selling shell companies, reducing holdings and cashing out, allotment of shares, development of financial derivatives and so on.
Huayi Brothers, the "dragon head" in the mainland film and television circle
Bundling star IP is an important step in guaranteeing returns on capital. But at the other end, the wings of the star director are also hardening.
Originally, Chinese film and television dramas were centered on TV stations, and the company's agents monopolized the contract, but under the ripening of capital, the voice and bargaining power of stars increased greatly. More and more celebrities choose to set up their own portals and set up their own studios or film and television companies to get rid of the constraints of brokerage companies, and more powerful people have become investors themselves.
"Dapeng rises with the same wind one day and soars up to ninety thousand miles"
Capital wants to attract this group of people, and the cost surges. At this time, the use of high-goodwill M&A plans attached to the VAM agreement, compared with the transfer of a large share of investment rights or unconditional cash investment, the potential return is more considerable, but also more controllable - the capital seems to be fair confrontation with the star, in fact, it is equivalent to buying out the star IP for several years, allowing the star to fight for the performance, and then drawing a big pie to the shareholders on the other side.
The chessboard is so exciting also to attract others to bet
There is also a game between the capitalists. The producer passes on the risk to the distributor, which is the so-called "guaranteed distribution" of a single film, and this kind of betting agreement has become one of the regular operations of the film market after 2016: the distributor and the producer bet on a box office number in the contract, even if the actual box office after the release of the film is not reached, the distributor must also divide the account to the producer according to this guaranteed amount, if it is achieved, the distributor can increase the share taken - eventually, these wrestling forces will become pressure transmission to the film's creators.
The front of the lens can be pure, but the circle behind the lens is not necessarily
In reality, the relationship between the producer, the producer, the distributor and the actor and the director is very complicated, the identity will overlap, the VAM agreement is not open, coupled with the phenomenon of equity holding, the interests are intertwined, it is difficult for outsiders to see behind the scenes of a feast, who is the big winner, can only be glimpsed from the annual report of some capital disclosure. But one thing is very clear: workers are trying to become capital or greater capital, whether it is to support feelings, or just to be uncontrolled by others, not to worry about fear, and "bringing capital into the group" seems hateful but always enviable - this is the reason why they have been fighting with the evil dragon for a long time and have become the evil dragon themselves.
Capital does not represent evil, but it is absolutely convenient and powerful
No matter how proud directors are, they also need to attract capital to help, unless your work only wants to be made for yourself. Want to get the copyright, want to mobilize the equipment, want to achieve the late stage, want to support the team, all need to burn money, in a movie even the cost of publicity is tens of millions of today, it is not clear whether to use capital, or by capital, more is mutual achievement.
Wu Jing once said that "all the movies that have been kidnapped by capital over the years are dead." So I can't be 'raped' by capital, I'm going to sleep with capital. "At the beginning, in order to insist on filming "Wolf Warrior 2", the producer (Dengfeng International, the actual controller Wu Jing) and the distributor (Beijing Culture) introduced a VAM clause, and finally "Wolf Warrior 2" sold well, the producer raised his eyebrows, the distributor was full of pots, and Wu Jing successfully "slept with capital" in a certain compromise.
Another typical example of being put in the spotlight is Yang Mi. In 2014, in order to extract 300 million yuan from Shanghai Shangshi Pictures, Yang Mi used Jiaxing Media to raise funds for the targeted issuance of shares to Shangshi Pictures, and signed an agreement: Jiaxing Media achieved a net profit after tax of 310 million yuan within three years, otherwise, it would be able to repurchase the shares purchased by Shangshi Pictures at an annualized rate of 15%, that is, to compensate Shangshi Pictures for 300 million yuan, plus 15% interest. Under the pressure of "life and death", Jiaxing artists based on Yang Mi worked heavily in those years, and in 2017, with "Three Lives and Three Worlds and Ten Miles of Peach Blossoms", they won a round, and finally Jiaxing Media's three-year net profit exceeded 400 million yuan in one fell swoop, winning the bet. Perhaps it was precisely because of the failure to take care of the family during that time that Yang Mi officially announced her divorce the year after completing her performance, and after being promoted to a capital force, she lost the marriage.
Yang Mi already has the ability to mobilize resources and promote new people
At least Yang Mi has sat on the table of capital, and the future days will be much easier, while Zhang Guoli and Gao Xixi will be a little more miserable. Zhang Guoli signed a bet, obviously miscalculated and regretted, in 2016 at the China Equity Investment Annual Forum, he said publicly: "I am still working, life is very hard, because I signed a gambling agreement with Huayi." With the VAM agreement, I became unsound, and I didn't shoot like before, waiting for a script I liked, waiting for a role I liked. Gao Xixi, a famous director who has been involved in financial disputes in recent years, also said bluntly in an interview with CCTV: "It feels like signing a deed of sale." Due to insufficient estimation of themselves, various problems when they are truly independent are coming, and eventually the cost is out of control, the bet is lost, and the loss is heavy. ”
Zhang Guoli/Gao Xixi, star/famous director, appearance
Stephen Chow also signed several VAM agreements, and the box office and word of mouth of "The King of New Comedy" were undoubtedly a failure, and the capital began to weigh whether to continue to guarantee the bottom of "Mermaid 2", and its huge post-production could not be completed. It is reported that Zhou Xingchi mortgaged the mansion on Victoria Peak last year to borrow money from a US-funded bank, and I am afraid that the cash flow is really a bit tight.
But don't worry, Star Ye has invested in real estate for many years
There are still a lot of properties in hand, so as not to fall down
After the policy that goodwill needs to be amortized year by year, the premium space for the stocks of film and television media listed companies has become smaller, which means that the model of celebrity IP realization is gradually being locked, and the "yin and yang contract" has also become the target of public criticism, and the situation of capital and stars in the field is much more difficult than in previous years. But as long as the people's growing cultural needs are still there, the market is there, and the collusion and entanglement of capital and stars will not stop.
The secret of media listed companies: traffic empowerment
Although Guo Jingming's works are not satisfactory, he has a very thorough and tough sentence: "You can't change this society by yourself, but you can learn its rules and then play them to death." "Big and small screens, film and television dramas are not only entertainment industries or technology industries, but also content transmission and cultural industries, and if the industry wants to develop, it is impossible to reject capital, and the problem is how to subdue capital."
Avoiding it is not a countermeasure. Navigating between capital, but not forgetting the original intention, constantly handing over better works, so that more people can see, so as to shape the excellent values and artistic sense - this kind of "dancing with wolves" is the real ability.
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