129771823099937310_80Management involved in its environmental sanitation machinery investors question the notice of a proposed transfer of assets to the associated company, "loss of State assets" and the "MBO", "transmission of interest" on these key words associated with zoomlion (000157.SZ, 01157.HK). On March 16, zoomlion published announcement, the company intends to open upLicensing deals to sell whole owned subsidiary company of Changsha zoomlion environmental sanitation machinery company limited (hereinafter referred to as "environmental sanitation") of 80% equity. Bulletin information displays, zoomlion management control of the company intends to participate in the transfer. Because the environmental sanitation machinery assets are considered "fat", and intentionally in the transferee is the branch Chairman Zhan chunxin, company management has just set up in less than 3A month of the new company, questioned and denounced. Question 1: high-quality assets off state-owned assets loss? Companies respond to valuation level is not low as zoomlion March 16 announcement, on March 15, 2012 convening the fourth session of the fourth session of the Board to consider the adoption of the Bill on the sale of subsidiary shares and the associated transactions, to be adoptedIn Hunan province, the joint property rights exchange deal to sell stake in wholly-owned subsidiary of environmental sanitation machinery 80%. Environmental sanitation machinery was established on February 27, the registered capital is RMB 2.1 billion, zoomlion's wholly-owned subsidiaries, operating range of environmental sanitation machinery equipment research, development, solid waste treatment equipment, water pollution control equipment research, development, Related to the production
tera power leveling, sale and technical service. Under zoomlion disclosure as of February 29, 2012, the environmental sanitation machinery company audited total assets of 2.1 billion yuan, net worth of $ 2.1 billion RMB; during January 1, 2012, environmental sanitation machinery branch of unaudited revenues of approximately $ 199 million Yuan。 By zoomlion in 2010 and 2011 annual report disclosure, environmental sanitation machinery branch of 2010 and 2011 annual audited revenue of about six million and 1.874 billion million, gross profit is about $ 592 million RMB yuan and 917 million, respectively. Mutatis mutandis, the intended transfer of ownership assessmentTerms of the transfer of assets equal to 1.65 times times book value (PB) and 5.11 times earnings (PE), up by enterprises, 31 PB is 5.4 times times of heavy industry, PE 10.24 times times, markets to this end believes that low price transfer of zoomlion environmental sanitation machinery, alleged loss of State assets. On March 20, in a press conference call interview Secretary of zoomlion Board ShenKo, said Shen Ke their mission is not easy to answer, then contacted to zoomlion Assistant Liu Pengfei, Chairman. Pengfei Liu reply explained in an interview, in 2011, the environmental sanitation machinery Division reported net profits of $ 363 million, after assessment, assessment of value of 3.478 billion yuan, equivalent to the 2011 environmental sanitation machinery branch 9.6 times times the net profit, whichDynamic trades only 9.4 times times, therefore, the environmental sanitation machinery company equity valuations have not assessed value was too low. And 31 per cent of the price/earnings ratio, Pengfei Liu says, "for other enterprise valuations, because in effect drivers vary in value, we do not comment". Pengfei Liu believes that the equity trading process can be fullyEnsuring fair and reasonable nature of the equity trading. The stake sale is in the valuation results by the Hunan provincial State-owned assets supervision after the filing, entering United assets and equity Exchange performance of trading program in Hunan province, also comply with the relevant requirements of State-owned assets management. Question 2: transportation management interests? Companies respond to trading is not the same MBO, caused by cityField is more concerned about the deal, zoomlion says, Fang Hongyi company shareholders of Hony capital subordinate Changsha-Beijing investment and holding company management development company limited (hereinafter referred to as "Changsha he Sheng") as an intention of parties involved in the deal bid. Information disclosed by zoomlion showed, Changsha-sheng was founded on March 1, 2012, business scopeFor industrial investment, equity investment and other consulting services, registered capital of 30 million Yuan, up to now has not carried out any business, therefore no revenue. Among them, zoomlion Board Chairman Zhan chunxin held stakes in Changsha he Sheng 30%, Zhang Jianguo, Liu Quan, 15 total management hold stakes in its 49.4%, Executive Director Liu QuanAbout 4.6% of health equity, non-Executive Director Mr Qiu Zhongwei as associated with Hony investment management. Was market for environmental sanitation machinery has been promising, zoomlion, with operating income in 2011 than in 6.43%, gross profit of zoomlion 2011 consolidated gross profit of 6.11%, coupled with environmental sanitation machinery main products currently inNational market share reached about 60%, the market will think, zoomlion this transfer is sent to management for interest. Pengfei Liu did not agree with this view, Liu Pengfei explained in reply, any person who meets the qualification requirements can participate in trading, Hony and Changsha-Beijing is just one potential bid, not necessarilyAs a final delisting. Zoomlion disclosure related information in accordance with, the environmental sanitation machinery was established on February 27, a few days later, on March 1, Changsha was established he sheng, zoomlion listed in the March 16 transfer of environmental sanitation. Two consecutive questions ensued, and on February 27, the environmental sanitation machinery set up is for the purpose of transfers in the future? Similarly, the establishment of Changsha-sheng isNot only is for the purpose of environmental sanitation machinery? Zoomlion is through management holdings MBO? "MBO is not absolutely impossible, the environmental sanitation machinery assets has always been good market, zoomlion management through the establishment of the company, holding environmental sanitation machinery, MBO path is present in the heavy Division further incentive management", on March 19, aClose to zoomlion who declined to be named said. But for equity trading paths of MBO, Pengfei Liu directly rejected the Pengfei Liu said management owned he Sheng environmental sanitation machinery branch company, Changsha purpose-holding as a financial investment, not to take control of the environmental sanitation machinery branch company for the purpose, and as a result of equity exchange trading, Cheung Sha he ShengOne of the potential bidders and bidding
diablo 3 power leveling, be successful listings depending on public trading results, from several points of view, the equity trading is not a MBO. Question 3: attempt to separate listing for easy exit? Responses are listed depends on the intent of the new shareholders of the company in accordance with the relevant measure, the transfer of transaction prices will be no less than $ 2.78 billion, ChangshaHolding as a newly established company, there is no operating assets, if successful, funds will be obtained through what channels? On this question
diablo 3 gold, Pengfei Liu responded that, primary sources are holding company through its own channels to raise funds. Such as company Chairman Zhan Chun new salary calculation, serving from 2001, advertisement disclosure of annual salary to $ 1.95 million, toSo far 11 to receive annual salary amount is only $ 21.45 million, simple without trading prices of less than $ 2.78 billion, will be the 11 annual salary of 130 times. Of course, for the transfer of a suspect is zoomlion environmental sanitation machinery may be after the transfer, the environmental sanitation machinery listed separately. "A separate listing for the possibility of more largeIf environmental sanitation machinery in listed companies, market for zoomlion's reasons, to the valuation of environmental sanitation machinery will not be too high, "a long-term focus on machinery industry analysts analyze. "If a separate listing, market to at least 15-20 times earnings, meanwhile, zoomlion, can also save some expense, concentrate funding developmentBusiness ". Galaxy Chief Qiu Shiliang, an analyst at securities industry also pointed out that, although overall conducive to promoting the value of company environmental sanitation machinery subsidiaries, but the effects can be ignored. Analysis of Qiu Shiliang, comprehensive company valuation levels are relatively low, sell or spin off unrelated assets listed conducive to improving the company's overall valuation levels, creating value for our shareholders. To this end, Qiu Shiliang expects ringSatellite machinery company will IPO, exits provide access to strategic investors. Pengfei Liu said, getting money from the transfer of environmental sanitation machinery business is used to support the business development of construction machinery is one of the selling purpose of environmental sanitation machinery company. Pengfei Liu, 2010 h-shares after the issue is completed, the company's environmental sanitation machinery business development over the next five years of detailed planningInvestigation and detailed planning. As the environmental sanitation machinery industry in an increasingly competitive, Pengfei Liu believes that if you are not an existing environmental sanitation machinery equipment manufacturing operations extend to environmental sanitation and equipment systems, will not be able to achieve breakthrough in environmental sanitation machinery business, but it will take a lot of resources, under the company's existing resources, not both support and environmental sanitation machinery two pieces of construction machinery businessDevelopment at. Therefore, the company decided to sell the environmental sanitation machinery business, concentrate resources development construction machinery industry. As to whether environmental sanitation machinery companies listed, Pengfei Liu said, "it depends on the equity trading after the completion of environmental sanitation policy decision of all the shareholders of the company". "If there are separate listings, in accordance with the relevant regulatory requirements for information disclosure", Liu PengfeiSaid. Related links according to stand closely in Hunan zoomlion intends to transfer its environmental sanitation machinery 80% stakes, set up by the company's management company interested in buying Consortium, zoomlion in effective control of said SASAC's principal leaders, people in Hunan province, have been concerned with this issue and are closely, if transfer of interests, will not be able to cross the border, wantCan operate according to the rules in accordance with law. Investor Forum in multiple Web sites against transfer of zoomlion, zoomlion environmental sanitation in equity becomes more and more loudly, even investor recommendations create a poll, in comments submitted to the relevant departments. SASAC Chi Hung Ng, Director of Hunan province told reporters, as the actual controller and head of Department, Hunan province, the Commission has taken noteTo the transfer of zoomlion, zoomlion environmental sanitation in equity and a reaction to the outside world, are paying close attention to its progress. He said, zoomlion is already a enterprises with international impact, contribute to the economy in Hunan province, large shareholders support the company's management. Chi Hung Ng also said that his understanding of zoomlion, zoomlion environmental sanitation management plan took over 80% ownership incentive of property, butHe also said that "(management) is certainly not for the money. "For the outside world to question the zoomlion environmental sanitation of the share transfer plan may involve transmission of interest to management, said Chi Hung Ng, as long as the industry in Hunan, make contributions to the local economy, and is supported by State-owned assets supervision of Hunan province, but provided must be conducted according to the rules. Once found in the stock transfer processInterests of transmission, SASAC will not consent to the transfer of equity in Hunan province plan, "we are bound to maintain a strict standard".
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