One cannot step into the same river twice, and Li Dongsheng seems to be an exception.
On September 7, the "refrigerator king" Omar Electrical Appliance was changed to "ST Omar" by ST, the stock abbreviation, and the stock price opened and fell, and the latest market value was only 6.082 billion yuan. The company previously announced that it was mainly because the subsidiary was suspected of violating the external guarantee.
Just a few days ago, TCL Home Appliances Group Co., Ltd. ("TCL Home Appliances") offered 249 million shares, accounting for 22.99% of the total share capital of the listed company, and the price of the tender offer was 6 yuan per share. This is the second increase in holdings of TCL Home Appliances after it acquired control of Omar Appliances in May.
For Li Dongsheng's "stepping on the thunder" on Omar electrical appliances, the market views are different. Internet analyst Ge Jia told Time Finance that Li Dongsheng must have been pitted, but he believes that the amount of the suspected illegal guarantee of Omar Electrical Appliances is not large, and the matter should be easy to solve.
Liu Buchen, an analyst in the home appliance industry, told Time Finance that this scene reminded it of Hisense's acquisition of Kelong more than a decade ago, and no one expected that the follow-up Kelong would continue to expose losses of more than one billion yuan. And after Omar Electrical Appliances was exposed to financial problems, there were directors who resigned immediately, and directors said that they could not guarantee the truthfulness, accuracy and completeness of the content, which was very reminiscent - Omar Electrical Appliances may be far more than the current problems, and the follow-up will expose bigger problems.
Time Finance has contacted TCL home appliances many times, and has not received a reply as of press time. A staff member of the Securities Department of Omar Electric Appliances responded to time finance and said that the company's handling method of suspected illegal guarantees is mainly announcements, and the main business of refrigerators has not been affected, and the attitude and handling of TCL home appliances, which are major shareholders, are still unknown.
It is worth mentioning that this is not the first time that Li Dongsheng has suffered losses in terms of acquisitions. At the beginning of this century, TCL Group also integrated the color TV business of Thomson, the originator of color TV, and the global mobile phone division of Alcatel, an established French communications manufacturer. In particular, the acquisition of Thomson is the first time that a Chinese company has merged the main business of a Fortune 500 company, which has made Li Dongsheng's name spread around the world. However, both projects have caused TCL to be hit hard, and Li Dongsheng has expressed regret when he repeatedly reviewed it publicly.
With the acquisition of Omar Electric, will TCL Home Appliances repeat the same mistakes?
Omar is hiding a profit impairment of 2 billion
On the evening of September 3, the announcement of Omar Electric Appliances showed that the current management of Omar Electric Appliances recently found that the company's subsidiary Tibet Net Gold had a pledge of 145 million yuan of fixed deposit certificates at the Bank of Guangzhou. The periodic certificate of deposit was guaranteed externally, failed to perform the decision-making procedures and information disclosure obligations required by laws and regulations, and was suspected of violating the external guarantee.
According to public information, Tibet Rongjin Company and Zhao Guodong, the former controlling shareholder of Omar Electric Appliances, are consistent actors and were issued a warning letter by the Guangdong Securities Regulatory Bureau last year.
Home appliance analysts Liu Buchen and Liang Zhenpeng have publicly called Zhao Guodong a "liar." Liu Buchen said that before Zhao Guodong entered the ownership, although Omar Electrical Appliances was not as good as Gree, Midea and other home appliance companies, but it could basically achieve a net profit of 200 million yuan per year, Zhao Guodong caused Omar Electrical Appliances to fall from the peak to the trough, but never publicly explained or apologized.
Omar Electric appliances is China's "refrigerator king", founded in 2002 by Guangdong businessman Cai Yishi, listed on the small and medium-sized board in 2012, the main refrigerator manufacturing and sales, because more than 70% of the revenue from overseas, and from 2009 to 2019 for eleven consecutive years won the Chinese refrigerator export champion, Omar electrical appliances have won the "king of export refrigerators" reputation.
In October 2015, Zhao Guodong, former vice president of JD.com, transferred 20.38% of the equity of Omar Electric Appliances, replacing founder Cai Yishi as the controlling shareholder and actual controller of the company.
In the upsurge of Internet finance, Zhao Guodong once led Omar Electric Appliances to lay out the P2P platform "Good Loan Treasure", which once enabled listed companies to form a "two-wheel drive" business form, and the stock price also soared from 35.22 yuan to 128.98 yuan. The good times are not long, Good Loan Treasure exploded in 2018, causing Omar Electric Appliances to lose 1.903 billion yuan that year, and Zhao Guodong was also listed as a dishonest executor and was restricted from consumption.
At present, the financial problems involved in Omar Electrical Appliances are more than 145 million suspected of violating external guarantees. The results show that in the first half of 2021, the net cash flow generated by the operating activities of Omar Electric Appliances was -546 million yuan, a decrease of 5043.44% year-on-year, mainly due to the increase in factoring receivables, and the net cash flow from operating activities of the financial technology business segment of Omar Electric Appliances during the reporting period was -932 million yuan.
In response to the inquiry letter for the semi-annual report, Omar Electric admitted that the company's then-management was aware of the regulator's regulatory requirements for the clearance of commercial factoring enterprises, and still suddenly carried out large-scale factoring business, and the reasonableness was doubtful.
Specifically, Shanxi Huitong Hengfeng Technology Co., Ltd. (hereinafter referred to as "Huitong Hengfeng"), a wholly-owned subsidiary of the Company, completed the change of business scope on June 30, 2020 at the request of the regulatory authorities, and the business scope no longer includes "factoring business" and is not qualified to operate factoring business.
However, from January 13, 2021 to January 14, 2021, Huitong Hengfeng still remitted a total of 900 million yuan of funds to the bank account designated by CNPC Yunze Petrochemical (Dalian) Co., Ltd. (hereinafter referred to as "CNPC Yunze"), and accounted for this factoring fund as an account receivable. Therefore, when Huitong Hengfeng confirmed the 900 million factoring receivables in January 2021, the factoring business carried out by Huitong Hengfeng had exceeded its business scope.
The current management of Omar Electric Appliances has not been able to obtain substantive contact with CNPC Yunze through on-site visits, telephone calls, etc., and it is highly suspected that CNPC Yunze and its parent company are "shell companies" that do not carry out substantive business, and believe that there are major risks in the recovery of the 900 million yuan of factoring receivables.
The then management of Omar Electric Appliances only made a provision for bad debts of 13.5 million yuan for the above-mentioned factoring business receivables, but according to the latest situation obtained after the company changed the accounting firm, the current management of the company now believes that the provision for bad debts may be insufficient and unreasonable, and believes that mr. Zhao Guodong, the former actual controller of the company, and the current management of the company have the possibility of working with relevant parties to inflate assets and profits and not make sufficient provisions for bad debts.
Omar Electric also has the risk that the 50 million yuan advance payment of the subsidiary Guoxin Intelligent cannot be recovered, and the subsidiary's foreign investment has the risk of further fair value change loss, involving a total of 467 million yuan.
In addition, Mr. Zhao Guodong, the former actual controller of the company, borrowed 192 million yuan from Changzhi Bank through the subsidiary wallet financial services and 150 million yuan from Jinzhong Bank through the wallet of the affiliated company, and the company may have the risk of bearing guarantee liability.
Mr. Zhao Guodong and his current management also signed the "Gap Compensation Agreement" with Bank of Zhengzhou and Changzhi Bank through the Company, which was not reviewed by the board of directors or the shareholders' general meeting, nor did he fulfill the obligation of information disclosure, and the amount of the difference compensation liability was about 210 million yuan and 280 million yuan respectively.
The above-mentioned total of nine events have cumulatively reduced the net profit of Omar Electric Appliances by about 1.978 billion yuan and the potential increase in cash outflow by about 977 million yuan, which may have a material adverse impact on the company's asset position and operating results.
Some shareholders said, "Where is Zhao Guodong now?" Is it necessary to enforce personal coercive measures against Zhao Guodong? ”
Li Dongsheng "stepped on the thunder"?
It is no secret that Omar Electrical Appliances is dragged down by Zhao Guodong and Internet financial business, for Li Dongsheng, the outbreak of Omar Electrical Appliances problems, is it "stepping on the thunder" or "demining"?
In this regard, Liu Buchen said that TCL home appliances into the ownership of Omar electrical appliances is not through the primary market to enter, but through the collection of bidding, block trading, judicial auctions and other secondary markets to increase the equity of Omar electrical appliances, so TCL home appliances can not be like the primary market transactions to conduct direct research. Moreover, li Dongsheng also launched a tit-for-tat offensive and defensive war with Zhao Guodong. For this reason, Liu Buchen suspected that Li Dongsheng might have been designed by the bureau.
In addition, Liu Buchen analyzed that Li Dongsheng's most important thing is first of all the attributes of Omar Electric as a listing platform, followed by the refrigerator production, sales capacity and industrial chain assets of Omar Electric. This incident made Omar electrical appliances directly by ST, which is by no means what Li Dongsheng wants to see, if the incident is further fermented and leads to the delisting of Omar appliances, "then Li Dongsheng will lose a lot." ”
As an old predecessor of the home appliance industry, Li Dongsheng's previous experience in mergers and acquisitions cannot but be rich, and he has also suffered big losses.
In January 2004, TCL invested 315 million euros to generate Thomson's color TV business revenue to form the world's largest color TV company TTE. In April of the same year, TCL announced the acquisition of alcatel mobile phone business. Li Dongsheng was also greatly famous and became a representative of the global expansion of Chinese enterprises.
However, as LCDs replaced CTR as the mainstream of the market, Thomson patents became obsolete, TTE continued to lose huge losses, and TTE Europe soon filed for bankruptcy liquidation in April 2007. Li Dongsheng claimed that because of the acquisition, in 2005 and 2006, TCL Group lost 3.5 billion yuan. This is a huge loss. In the 2011 TTE Europe restructuring lawsuit, the liquidators demanded that TCL Group, TCL Multimedia and four of its wholly-owned subsidiaries compensate the statutory liquidators of TTE Europe for €23.1 million (equivalent to approximately RMB211 million). TCL barely survived these two blows.
The Alcatel mobile phone project also broke out less than half a year after the merger and acquisition, and had to immediately reorganize the business. In early 2005, Lee dong-sang renegotiated with Alcatel, completely breaking the old system and tearing it down.
When recalling the failed acquisition of these two villages, Li Dongsheng said that he fell into deep guilt and self-blame, could not eat well and could not sleep, and suddenly lost 20 pounds of weight, "I always wanted to lose weight but did not succeed, and after a few months, I unconsciously lightened a large piece, from a 35-inch waistband to a 32-inch waistband, and the pants all had to be bought again." Even I couldn't figure out why this was the case. During that time, Li Dongsheng admitted that "he really felt a little untenable" and "hoped to find someone to replace himself."
But Liu Buchen does not think that the Omar electrical appliance thing can be like the original Thomson and Alcatel to cause a heavy blow to TCL, on the one hand, the input cost of TCL home appliances to Omar electrical appliances is not high, and the real "snake swallowing elephant" is different, on the other hand, TCL Group currently has a number of listed companies, and the strength is not what it used to be. (Beijing Time Finance Chen Shiai)