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The advance and retreat of Wang Jianlin's "close friends"!

The advance and retreat of Wang Jianlin's "close friends"!

Wanda, which has just lifted the 38 billion yuan gambling crisis, has not had time to breathe a sigh of relief, and is facing the cash-out of the capital, whether this is the "old buddy" "falling into the stone", or Wanda's measures in order to get back more shares, so as to stabilize its position as the boss of Zhuhai Wanda Asset Management, still need to be marked with a question mark.

Wanda's front foot alleviated the financial pressure by ceding equity, and the two major capital conveniences chose to cash out.

On December 13, Yonghui Supermarket and Country Garden issued announcements before and after, saying that they wanted to sell Wanda's related assets, which aroused heated discussions in the market for a while, and it should be noted that only one day ago, Wanda had just breathed a sigh of relief from the failure of the VAM agreement on the listing of Zhuhai Wanda, but suddenly faced a total of 7.6 billion yuan of cash-out demand from the capital.

In fact, in order to cope with the VAM crisis, Wanda paid a considerable price, and its direct and indirect shareholding was cut from the original 78% to 40%.

It is precisely for this reason that Yonghui Supermarket and Country Garden suddenly chose to cash out, and the transferor chosen by Yonghui Supermarket is Wang Jianlin's "friend" for many years, which will also mean that Wanda can recoup a part of Zhuhai Wanda's equity, which is quite a sense of "recovering the field", but judging from Wanda's current cash flow situation, this possibility is not large.

It is worth noting that Wanda has not had a good time in recent years, and due to the recession in the real estate industry, Wanda has sold off a lot of assets to ease its cash flow pressure.

The advance and retreat of Wang Jianlin's "close friends"!

30% equity for "life"

A gambling drama that took more than two years has finally come to an end.

On December 12, Dalian Wanda, the parent company of Zhuhai Wanda, announced that PAG and Dalian Wanda had signed a new investment agreement.

Under the terms of the agreement, PAG will work with other investors to reinvest in Zhuhai Wanda after the redemption of its investment in 2021 expires after the redemption period of its investment in 2021 expires.

However, this is not without a price, according to Zhuhai Wanda's prospectus, Dalian Wanda previously held 78.84% of Zhuhai Wanda's shares through direct and indirect shareholdings, and the company's executives and outside investors held the remaining 21.17% of the shares.

But according to the terms of the new agreement, Dalian Wanda's stake will be reduced to 40%, and although it is still the largest single shareholder, the shareholding will be reduced by nearly half, while several existing and new investor shareholders such as PAG will hold the remaining 60%. According to the new agreement, there will no longer be a VAM agreement for new investments on the issue of listing.

Such a huge concession is mainly due to Wanda's "losing bet", and in order to alleviate the resulting financial pressure, Wanda can only be forced to cede shares. It is reported that in August 2021, 22 investors, including Zheng Yutong's family, Country Garden, CITIC Capital, Ant, Tencent, and PAG investors, invested about 38 billion yuan in Zhuhai Wanda Commercial Management, and signed a VAM agreement, of which PAG's investment was about 18 billion yuan.

It is reported that the VAM agreement mainly includes two aspects, the first is the requirement to deduct non-actual net profits, which Zhuhai Wanda has already met, and secondly, Zhuhai Wanda needs to be listed before the end of 2023, if it fails to be listed, Wanda Group needs to pay about 30 billion yuan for equity repurchase and pay interest at an annual interest rate of 8%. At present, Wanda Group's gambling has failed, but it has also alleviated the financial pressure by cutting up its shares.

It is not difficult to find that the core investor who let Wang Jianlin survive the difficulties is Taimeng. It is reported that Shan Weijian, the core figure of PAG Investment, is 69 years old this year and is quite famous in the field of equity and private equity. According to public information, PAG is headquartered in Hong Kong and has assets under management of more than US$50 billion.

It is worth noting that this time, PAG and many investment institutions have won 60% of the equity of Zhuhai Wanda, or out of its usual investment style. It is reported that Shan Weijian once revealed in an interview that his investment style is control acquisition, that is, through reorganization to increase the value of the company's business, and then sell it for a profit, which is quite similar to his capital operation in Zhuhai Wanda.

The advance and retreat of Wang Jianlin's "close friends"!

Old friends "quit the circle"

Seeing that Wanda had saved a lot of money, Yonghui Supermarket and Country Garden chose to cash out from Wanda.

On December 14, the Hong Kong Stock Exchange announced that on December 13, Jinyi Global, an indirect wholly-owned subsidiary of Country Garden, conditionally agreed to sell its 1.79% stake in Zhuhai Wanda Commercial Management to Zhuhai Wanying or the designated party of Wanda at a price of about 3.069 billion yuan.

The day before, Yonghui Supermarket announced that Dalian Yujin Trading Co., Ltd. planned to buy 1.43% of the shares of Dalian Wanda Commercial Management Group, the controlling shareholder of Zhuhai Wanda Commercial Management, from Yonghui Supermarket in cash, at a transfer price of about 4.53 billion yuan.

Specifically, Country Garden lost about 160 million yuan in this transaction. According to the prospectus of Zhuhai Wanda, Jinyi Global previously invested 3.23 billion yuan in order to obtain 1.7945% of Zhuhai Wanda's equity.

Country Garden said in the announcement that the company is actively resolving the phased liquidity pressure, and attributed the reason for the sale of equity to the fact that it can lock in a more suitable transaction price and exit path in advance, so as to avoid the major uncertainty of the timing and amount of exit in the future, and effectively protect the value of the company's war investment equity assets, which will be beneficial to the company.

In fact, the funding is critical for Country Garden as the company is in a critical phase of debt restructuring. However, unlike Country Garden, which needs to revitalize the company's assets, Yonghui Supermarket is to "revitalize the company's assets, which is in line with the company's strategy of reducing the scale of investment".

It is reported that the book value of the equity investment is RMB 3.918 billion, which means that Dalian Yujin Trading Co., Ltd. acquired the above shares at a premium of 612 million yuan, of which the completion of the first phase of the equity transaction will affect the company's pre-tax profit in 2023 of RMB 28.5958 million. As of the third quarter of this year, Wanda Commercial Management's operating income was 3.88 million yuan, and the net profit attributable to the parent company was 1.08 million yuan.

Compared with the purchase price of Yonghui Supermarket, the company earned about one billion. On December 3, 2018, Yonghui Supermarket signed a share transfer agreement with Dalian Yifang Group and Sun Xishuang, and won this part of the equity with only 3.531 billion yuan.

For Yonghui Supermarket, this part of the income can also make the company recover. According to the data, in 2021 and 2022, Yonghui Supermarket's net profit attributable to the parent company will lose 3.944 billion yuan and 2.763 billion yuan respectively, and as of September 30, Yonghui Supermarket's total liabilities will reach 47.240 billion yuan.

It is worth noting that Dalian Yujin Trade is fully controlled by Beijing Yifang Mingshi Information Technology Co., Ltd., which is a subsidiary of Dalian Yifang Group, and the actual controller is Sun Xishuang, who is Wang Jianlin's "old partner".

It is reported that as early as 1993, when Wanda was established, Sun Xishuang began to invest in Wanda. In 2002, Wanda launched a privatization. Dalian Wanda and CEFC Trust transferred a total of 36 million shares of listed companies to Beijing Hexing Investment Co., Ltd. (cancelled) at a price of 62.2 million yuan, with a shareholding ratio of up to 30%, making it the second largest shareholder of Wanda, and the company's shareholders are composed of Sun Xishuang, Wang Jianlin and Dong Xuelin, holding 30%, 30% and 20% of the shares respectively.

In 2009, Wanda invested 20 billion yuan in Changbaishan International Tourism Resort, officially opening the "dream of cultural tourism". Sun Xishuang's Yifang Group is also one of the main investors, with a 20% stake. In 2017, Wang Jianlin, who began to de-real estate, sold the Changbai Mountain Resort project, and the receiver was also a group.

In addition, in 2015, the two parties also established a film and television media Co., Ltd., of which the former subscribed for 40 million yuan and held 80% of the shares, and the latter subscribed for 10 million yuan and held 20% of the shares. However, the company was deregistered on November 23, 2021.

The advance and retreat of Wang Jianlin's "close friends"!

Compromise under the weight of the capital chain

The biggest reason why Wanda compromised with many investors was that the company was facing huge cash flow pressures.

Among them, Wanda's "old business" real estate, because of the recession in the real estate industry in recent years, it is difficult to decentralize, CRIC data shows that Wanda's equity amount from January to November 2023 is 13.55 billion yuan, a year-on-year decrease of about 70%, ranking 69th in the sales list, ranking 44th year-on-year.

In fact, Wang Jianlin has long been aware of the poor anti-risk ability of a single industry, and as early as 2012, he began to lay out businesses other than real estate, and in 2019, Dalian Wanda divested its real estate business to specialize in business management, and announced the full implementation of the "asset-light" strategy in 2021.

It is reported that Zhuhai Wanda is the only business platform for the asset-light operation and management of the commercial center of Dalian Wanda Commercial Management Group.

According to the data, as of November, Zhuhai Wanda Commercial Management operated and managed 494 large-scale commercial centers, of which 290 were commercial centers under Dalian Wanda and 204 were third-party asset-light commercial centers, which fully illustrated the importance of Zhuhai Wanda.

In recent years, Wanda has sought to go public as an asset-light company spun off from its real estate parent company, precisely to create new revenue and supplement its heavily stressed cash flow.

According to the data, as of the end of the first half of 2023, Dalian Wanda's cash and cash equivalents balance was 14.692 billion yuan, a significant decrease of 53.44% year-on-year. In addition, the consolidated interest-bearing liabilities were 141.283 billion yuan, of which the interest-bearing liabilities due within one year were 29.257 billion yuan.

In fact, Wanda has been selling assets for a long time to ease the pressure on cash flow. On December 7, market sources said that Wanda Group planned to sell Wanda Plaza in first- and second-tier cities; on the evening of December 12, Wanda Film announced that it planned to transfer 51% of the shares of Beijing Wanda Investment Co., Ltd., the controlling shareholder of the company, to Shanghai Ruyi, at a transfer price of 2.155 billion yuan.

Although it survived the gambling crisis, Wanda's situation is still not optimistic. Just like Yang Wanli's poem "is entering the circle of Wanshan, a mountain lets go of a mountain to block", Wanda still needs to be prepared to face the next possible crisis.

Editor-in-Charge | Li Mingqing

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