Dot blue letter attention, do not get lost~
"Protect your throat, please use a golden throat throat piece, Guangxi golden throat!" The once-household golden voice is about to be delisted.
On October 29, Golden Throat (6896. HK) announced that the Offeror and the Company will take the Company privately by way of an agreed arrangement, will cancel their shares at HK$2.8 per Share of the Scheme, and are expected to revoke their listing status on the Stock Exchange on 15 December.
According to the data, since its listing on the Hong Kong Stock Exchange on July 15, 2015, the stock price of Golden Throat has reached a record high of HK$8.47 on July 28, 2016, and its market value once exceeded HK$6 billion. The share price then went all the way down, falling below HK$1 in October 2018. As of October 29, 2021, Golden Throat's share price was HK$2.69 and its market value was HK$1.99 billion.
Golden Throat intends to privatize and delist
The Announcement pointed out that the Offeror (a company indirectly wholly owned by the Founders Holdings Company and Asia Endowment Holdings) and the Company took the Company privately by way of an arrangement by agreement. Plan shares (except Founder Plan Shares and Surviving Shares) will be cancelled at a write-off price of HK$2.8 per Plan Share, to be paid in cash.
Founders Holdings will become the controlling shareholder of the holding company, holding approximately 70.72% of the common shares of the holding company, while Yafu Holding Company will become a minority shareholder of the holding company, holding approximately 29.28% of the common shares of the holding company. The holding company will become the controlling shareholder of the Group, holding approximately 87.43% of the offeror's shares, while the company is wholly owned by the offeror.
If the Proposal becomes unconditional and the Scheme comes into force, it is expected that the listing status of the Shares on the Stock Exchange will be revoked at 9:00 a.m. on Wednesday, 15 December 2021.
According to the data, Guangxi Golden Throat Group is an excellent scientific and technological enterprise in the national pharmaceutical industry, the group was originally Liuzhou City Candy No. 2 Factory, was founded on March 6, 1956, in 1994 the company self-raised 7.8 million yuan to establish Guangxi Golden Throat Pharmaceutical Factory. In 1998, with the approval of Liuzhou Municipal People's Government, guangxi golden throat pharmaceutical factory and Liuzhou candy factory were restructured and established. The company's annual production capacity of golden throat tablets is 5 billion pieces, and the annual output value is 1 billion.
The company focuses on the pharmaceutical and food health industry, the main products are golden throat tablets, sugar-free gold throat throat treasure, golden throat health sugar, gold and silver sanchi capsules, ginkgo biloba leaves, luo han guo jade bamboo granules and other more than 60 kinds of drugs. At present, the company has developed into a comprehensive modern group, mainly engaged in the manufacture and sale of throat lozenges and other pharmaceuticals and food.
According to the 2021 interim report, as of June 30, 2021, the revenue of Golden Throat was about 373 million yuan, an increase of 83.1% year-on-year; of which the revenue from the sale of Golden Throat Throat Tablets (OTC) was about 333 million yuan, an increase of 80% year-on-year. The increase in the Company's total revenue and revenue from the sale of Golden Throat Tablets is mainly due to the fact that the Company's sales in the first half of 2021 have returned to pre-COVID-19 levels.
As for the reasons for proposing the privatization, Kim noted that the proposal was made five years after the company's initial public offering, during which time its financial results were mixed, the launch of new products was less attractive, resulting in falling stock prices and increasingly insufficient liquidity in stock trading.
While a company's continued operations may be profitable, its lack of growth momentum is not ideal for the company, shareholders or other stakeholders. The company believes it needs a clear revitalization plan, which will require significant investment. Much of the Company's proceeds from the IPO have been used, so a significant investment in reinvigorating growth will require further funding or external funding from existing shareholders. Therefore, the Founders Group believes that the best way to achieve long-term growth in earnings, new product development and the resulting employment opportunities is to invest for a period of time, which can only be achieved by privatizing the company and bringing in external capital from well-known investment professionals.
This recommendation is designed to transform your business in a challenging market environment with talented partners. Following the implementation of the Proposal, the Offeror Group intends to carry out a business transformation so that the Founder Group, Asia Endowment Holdings and the Group will focus their resources on the production and marketing of throat lozenges and other pharmaceutical and food products.
According to the data, from 2015 to 2020, the total operating income of Golden Throat was 708 million yuan, 768 million yuan, 624 million yuan, 694 million yuan, 797 million yuan and 647 million yuan, and the net profit was 155 million yuan, 103 million yuan, 0.61 billion yuan, 102 million yuan, 168 million yuan and 154 million yuan, respectively. Among them, the company's revenue and net profit in 2020 are not as good as in 2015 at the beginning of the listing. In addition, over the years, the revenue structure of Golden Throat is very single, and the two products of Golden Throat Throat Treasure and Golden Throat Throat Tablets account for 89% of total sales, and these two products are also facing the ceiling of sales.
Denial of "Fooling Ronaldo"
Golden Voice has sparked controversy over Ronaldo's endorsement. According to reports, in the summer of 2003, Ronaldo followed Real Madrid to Play Commercial Games in China. At that time, Ronaldo mysteriously disappeared for an hour and ate a meal - I did not expect to "shoot" an advertisement for Golden Throat, which later made a lot of noise. At one point, Ronaldo was ready to sue Golden Throat for 10 million euros, mainly because the Ronaldo endorsement advertisement published by Golden Voice did not sign an endorsement contract, or even obtained his consent.
In this regard, Golden Throat issued a statement pointing out that since 2003, Golden Throat has signed a number of agreements with Mr. Luis Nazario da Lima Ronaldo, stipulating that Mr. Ronaldo will serve as the spokesperson for Golden Throat products in China and agree to use his portrait for television advertising. The advertising cooperation between Golden Throat and Mr. Ronaldo has an agreement signed by both parties as a legal basis. Jin Zizi and Ms. Jiang Peizhen do not have the situation of "fooling Ronaldo" and "using the materials on the dinner table to make an advertisement for 'Ronaldo endorsing the golden throat throat piece'" in the Internet rumors.
In addition, in 2019, a consumption restriction order issued by the China Enforcement Information Disclosure Network showed that Jin Throat owed more than 50 million yuan in advertising fees, which made Jiang Peizhen once become an "old lai".
According to the Shanghai Municipal Higher People's Court network, the court has restricted its legal representative, Jiang Peizhen, from leaving the country in accordance with the law because the person subject to enforcement, Guangxi Golden Throat Food Co., Ltd., has not fulfilled the obligations set forth in the legal documents. The subject of execution is 51.9498 million yuan. The incident arose from an advertising dispute between Golden Throat Food and Shanghai Brite Star Culture Media Co., Ltd.
In September 2019, Golden Throat Food was listed as a judgment defaulter by the Shanghai No. 1 Intermediate People's Court, because the company failed to pay 51.9498 million yuan as required. Affected by this, Jiang Peizhen, as the actual controller of the company, was also listed as a restricted consumer, and was restricted from taking planes and living in hotels above star rating. The latest information shows that Jiang Peizhen has been revoked from the height restriction order.
In this regard, Golden Throat said that regarding the advertising contract dispute between a media company and Guangxi Golden Throat Food Co., Ltd., the two sides have already reached a settlement, and Golden Throat Food has fulfilled all payment obligations. The Shanghai No. 1 Intermediate People's Court has also issued a judicial document clarifying the conclusion of the case. According to the effective legal documents, Ms. Jiang Peizhen and Golden Throat Food did not have the behavior of "being an old lai" and "never paying the advertising money" as rumored on the Internet.
At the same time, the company also pointed out that the company is operating in good condition. Among them, the operating income of the listed entities of Golden Throat in the first half of 2021 increased by 83.1% year-on-year.
The privatization plan of the listed entity of Golden Throat is an independent business decision of the privatization sponsor and belongs to normal market behavior.
Editor: Wan Jianyi
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