Entering the countdown to delisting, the members of the "Blu-ray Series" were cleared out, and Country Garden's "Garbo" was launched.
Written by / Han Ling
Editor / Lu Yongzhi
Delisting is 14 days away, Blu-ray Gerber (2606. HK) executives collectively changed their guard.
On August 4, the directors of Blu-ray Gerber changed, Yang Wuzheng, Liu Xia, Chi Feng, Sun Zhefeng, Chen Chengyi and Chang Heng withdrew from their directors, and Wang Lu and Zhang Zhang withdrew from their positions as supervisors. Yao Min is currently an executive director and chairman of the board.
After this change, the main members of Blu-ray Garbo are Chen Fenghua, Li Changjiang, Dai Tao, Guo Zhanjun, Liu Zhenwen and Rui Meng as directors, and Zhao Liyan and Huang Dan as supervisors.
Earlier, Blu-ray Gerber and Country Garden Services (6098.HK) jointly issued an announcement that Blu-ray Gerber's delisting acceptance conditions have been met and will be delisted from the Hong Kong Stock Exchange on August 19.
A win-win acquisition
At the beginning of 2021, in the face of debt pressure, Blu-ray Development chose to "sell" to expand its cash flow. Country Garden's service can expand the property area and sit firmly in the "first place" of the property, which may be a "win-win" acquisition transaction.
Source: Official website
On February 25, Blu-ray Development and Blu-ray Gerber Services both announced that they intend to transfer 64.62% of the shares held by Blu-ray Gerber Services to Country Garden Services.
As a result of the acquisition of more than 30% of the equity of Country Garden Services. In accordance with regulatory regulations, a general tender offer needs to be initiated to blu-ray Gerber shareholders.
On May 3, Country Garden Services and Blu-ray Gerber jointly issued an announcement that they would make an unconditional mandatory cash offer for all issued H shares and domestic shares of Blu-ray Gerber, and recommended that Blu-ray Gerber's listing status be voluntarily revoked.
Among them, the underlying share offer price of the unconditional mandatory cash offer is HK$51.06 per share, equivalent to RMB 42.44. At the same time, it is proposed to acquire the shares of independent shareholders at an enhanced share offer price of HK$54.3 per share (equivalent to RMB45.13).
This "price difference" has formed a certain incentive effect on independent shareholders in favor of delisting.
On June 17, Blu-ray Gerber passed a special resolution on "voluntary revocation of blu-ray Gerber Service H-share listing status" at the shareholders' meeting, which means that its delisting has entered the countdown stage.
Li Changjiang, president of Country Garden Services, previously said in an interview with the Economic Observer that Now Country Garden Services has fully taken over Blu-ray Garbo, including equity changes, business supervision and other aspects, and is currently in the process of privatization, and it is almost a little bit closer to the real delisting, and there is no doubt that it will be successful.
For the opportunity for cooperation between the two sides, Li Changjiang said that Country Garden's service is the first time to get information, the willingness of the two sides to cooperate is extremely strong, and then walk together to negotiate, as for who pursues whom, in fact, it does not matter.
On July 15, the two companies issued an announcement announcing that the delisting resolution had been approved and the acceptance conditions had been met. Blu-ray Gerber expects to be delisted from the Stock Exchange of Hong Kong on the afternoon of Thursday, August 19, 2021.
Personnel changes after "selling themselves"
In fact, the personnel adjustment is not sudden, Country Garden Service and Blu-ray Gerber previously issued a joint announcement, announcing that they intend to reorganize the Blu-ray Board of Directors and nominate six new directors to Blu-ray Gerber.
It is understood that some insiders have said that Country Garden's services only use their own people. However, in order to ensure the stability of the company, an internal agreement was signed with Blu-ray Garbo executives and regional leaders, promising to give them certain equity incentives and requiring the other party not to leave for two or three years.
At the end of February this year, Blu-ray Gerber announced the merger, and then its co-president, chief financial officer and joint company secretary Zou Hao left due to personal career development options, and resigned as the company's authorized representative under the terms of the securities listing rules of the Hong Kong Stock Exchange.
After Zou Hao resigned, Xu Xin'er, the joint company secretary of Blu-ray Garbo, became the new authorized representative.
It is worth mentioning that according to Flush, Xu Xin'er served as the director of company secretary of Country Garden Group for 8 months in 2015, and became the joint company secretary of Blu-ray Gerber in November 2018.
On June 17, Blu-ray Garbo issued an announcement that Liu Xia was no longer the president of the company due to personal career development and other issues, and the position was taken over by Chen Fenghua, vice president of Country Garden Services.
On the first day after resigning, Liu Xia wrote on the social platform: "In 2002, I went to Blu-ray and became acquainted with Garbo. 19 years of going around, people come and go, to this day, can not say goodbye! Only thanksgiving and blessings! ”
As a result, Blu-ray Garbo has gradually become the "Garbo" of Country Garden. In this way, Country Garden Service only acquired the market share of Blu-ray Garbo, and for its management, it did not accept it all.
A short two-year trip to the market
It is worth noting that the time node of this personnel adjustment is very critical, and Blu-ray Garbo will be delisted from the Hong Kong Stock Exchange on August 19.
On the eve of Blu-ray Garbo's delisting, looking back at its more tortuous listing road, from the new third board to the Hong Kong Stock Exchange, it still can't escape the "fate" of delisting.
Blu-ray Garbo's "first listing" road is on the new third board. In December 2015, when it was developed as a Blu-ray (600466 · SH) property company is listed on the New Third Board under the name of Garbo shares.
Later, in order to expand its business, in the second half of 2018, Garbo announced its official delisting from the New Third Board and preparing to go public in Hong Kong.
In March 2019, Garbo changed its name to Blu-ray Garbo and submitted a listing application to the Hong Kong Stock Exchange for the first time, and after 3 months of review, the prospectus passed the hearing.
Surprisingly, Blu-ray Gerber did not carry out the prospectus as scheduled, but did not update the prospectus until the end of August 2019, and resubmitted the listing application again on September 5, and finally successfully listed on October 18, 2019.
For its "missed" first HKEx hearing, there was market news at the time that it was mainly because the issue price of Blu-ray Gerber was overpriced, and cornerstone investors shrank orders, which led to the extension of the issuance.
In order to sprint for the rapid growth of scale, Blu-ray Gerber has been continuously acquiring mergers and acquisitions on a large scale.
As of the end of December 2019, Blu-ray Gerber had 477 projects under management in 69 cities across the country, with a total GFA under management of about 71.717 million square meters, an increase of 18.3% year-on-year, and a contract area of about 116.9 million square meters, an increase of 58.8% year-on-year.
Blu-ray Gerber's main income comes from property management services, and between January and September 2020, Blu-ray Gerber spent a total of about 530 million yuan to acquire 13 property management companies, obtaining a total area under management of more than 25 million square meters.
Although its development momentum is good, due to the further deterioration of the debt problem of the parent company Blu-ray Development, it has to open the "selling son" self-help model.
In the end, Country Garden Services acquired its 71.17% stake for 5.432 billion yuan, making it the largest acquisition in the property sector to date.
So, what do you think of Blu-ray Garbo after privatization? Welcome to leave a message in the comment area to discuss!