Zhongjing Electronics 790 million cross-border health care: doubts about the acquisition of asset qualifications
Zhongjing Electronics, which had been suspended for more than two months, disclosed the company's major asset restructuring plan on February 15. The company intends to purchase a 100% stake in Guangzhou Fuda Medical Co., Ltd. (hereinafter referred to as “Fuda Medicalâ€) at a price of 790 million yuan. It is worthy of the interest of Zhongjing Electronics investors. The target company was once an IPO queuing company, and once went to the China Securities Regulatory Commission. However, it is also worth noting that the question questioned by the SFC at that time will still become an obstacle to the acquisition of the target company. At the same time, whether the joint immune cell therapy technology company that has not appeared in the plan is still a chargeable item may also be heavily regulated. mention. 7.9 billion yuan cross-border health care Zhongjing Electronics began to suspend trading on December 5, 2016. On February 15, 2017, the company issued a major asset restructuring plan. Zhongjing Electronics intends to purchase Haiheng Industry, Zuo Jiansheng and Guangzhou Shun through a combination of issuing shares and paying cash. 100, etc. held a total of 100% equity of Fuda Medical. In addition, Zhongjing Electronics also needs to raise matching funds to the company's actual controller Yang Lin to issue shares, and the total amount of matching funds raised shall not exceed 280 million yuan, which shall not exceed 100 of the transaction price of the assets to be purchased by way of issuance of shares. %. The consideration of 790 million yuan was paid by Zhongjing Electronics to issue shares and pay cash. 70% of the transaction consideration (5.53 billion yuan) was paid by way of issuance of shares, a total of 44.35 million shares were issued, and the remaining 30% (2. 3.7 billion yuan) paid in cash. In other words, Zhongjing Electronics acquired almost all of its shares, only part of which is to issue shares to the actual controller, the issue price is 12.65 yuan / share; the other part is to issue shares to the target company shareholders, the issue price is 12.47 Yuan/share. Because it is a fixed acquisition, it will eventually be reviewed by the CSRC. The standard company's main business is the provision of cancer-based medical services and drug-based drug distribution to patients. Its core assets are a for-profit hospital, Fu Da Tuo Hospital and a Fu Da medicine that distributes blood products and medicines. For Zhongjing Electronics, which is mainly engaged in the research and development, production and sales of printed circuit boards, the acquisition is clearly cross-border. As can be seen from the financial data of Fu Da Medical, as of December 31, 2016, the underlying company’s net assets were 268 million yuan, and the price premium of 790 million yuan was about 195.28%. The premium, but compared to the acquisition of other listed companies, is not high. The underlying company premium is generally based on the price-earnings ratio of the target company's industry. Therefore, it is necessary to respond to the profitability of the company. Financial data shows that Fuda Medical achieved net profit of 29.91 million yuan and 39.96 million in 2015 and 2016 respectively. yuan. At the same time, the shareholders of the company also promised that the net profit of the reorganization of the consolidated financial statements of 2017, 2018 and 2019 will not be less than 38 million yuan, 52 million yuan and 68 million respectively. yuan. It seems that if the performance can be achieved, the merger premium is not too high. Gauze Balls,Cotton Gauze Balls,Absorbent Gauze Balls,Disposible Gauze Ball Zhende Medical Co.,Ltd , https://www.zdmedicalproduct.com
