Foxconn | 'Special Deal' | Written commitment to defuse peer competition

Foxconn Industrial Internet Corporation ("Foxconn"), the world's largest foundry for consumer electronic products, undoubtedly attracted the attention of the market for its initial IPO application. The various "privileges" enjoyed by Foxconn Industrial Internet Corporation Envy company endless.

On the one hand, Foxconn does not meet the threshold of the first-runner's establishment of "three years of existence" on the one hand, and thus attracts the market's attention in a special way. In addition, Foxconn's statement on the independence of the company's operation, and The situation of competition in the same industry has only made a written commitment and it is extremely special.

Earlier, CBN Previously reported that for Foxconn and its management, slightly higher than 10% of the gross profit margin in the decline, the average cost of nearly 82,000 yuan, and may continue to rise, these factors make people have some of its operations Worried that with the decline in sales of smart phones at home and abroad, Foxconn in the future how to transition, but also test the gTui, Chen Yongzheng and other executives of wisdom.

Set up less than three years, special special batch 'grab run'

Article 9 of the Measures for the Administration of Initial Public Offering and Listing Regarding 'Principal Qualifications' states:' After the establishment of a joint stock limited company, the duration of the continuous operation of an issuer should be over 3 years, unless approved by the State Council. According to the original book value of the total net assets of the shares converted into a limited liability company, the duration of the operation can be limited liability company from the date of the establishment of the calculation.

Foxconn submit prospectus (draft) time is February 11, at this time from the issuer to set up more than three years still less than, but Foxconn still chose to declare in advance for the establishment of March 6, 2015 Foxconn The current filing of an IPO declaration is undoubtedly a 'snatch run.' Foxconn made the following statement on major issues: 'As of the date of this prospectus issued, the company continued to operate less than three years, the company has been the case to the right sector Apply for exemption.

As of January 31, the CSRC indicated in its circular on the supervision of the securities and futures market in 2018 that "the system and method of absorbing mature and effective international capital markets by serving the national strategy and building a modern economic system, reforming the system of issuing and listing, We will work hard to increase the inclusiveness and adaptability of the system and step up our support for the new mode of new industries and new industries. "

Although its main business is foundry, Foxconn has repeatedly emphasized its own Internet properties. 'The company is a global leader in design, manufacture and service of communications network equipment, cloud service equipment, precision tools and industrial robots. , To provide customers with new forms of industrial equipment based on the Internet platform intelligent electronic products manufacturing services. '' Companies committed to providing enterprises with automation, networking, platform, big data-based technology services integrated solutions to lead the traditional Manufacture and make the transition to smart manufacturing, and build a new ecology of 'Advanced Manufacturing + Industrial Internet' with cloud computing, mobile terminals, Internet of Things, big data, artificial intelligence, high-speed networks and robots as the technology platform.

Funding investment projects to raise, Foxconn also fully demonstrated the 'Internet +' determination, Foxconn this offering to raise funds after deducting the issuance costs to be mainly focused on industrial Internet platform construction, cloud computing and high performance computing platform, efficient Computing data center, communications network and cloud service equipment, 5G and Internet of Things interconnection and interoperability solutions, intelligent manufacturing new technology research and development applications, intelligent manufacturing industry upgrade, intelligent manufacturing capacity expansion of eight parts of the investment. The total investment of the above eight projects , Respectively, 2.12 billion yuan, 1.0 billion yuan, 1.22 billion yuan, 4.97 billion yuan, 630 million yuan, 5.11 billion yuan, 8.66 billion yuan, 3.54 billion yuan, a total of about 27.3 billion yuan.

In this regard, Shenzhen, a sponsor representative to the First Financial said that in fact, Foxconn on the whole, the business has been for many years, although the listing of the main set up less than three years, but for such a 'giant' can be special If approved, the regulatory authorities follow the principle of "substance over form". Although this may be unfair to other companies lining up for listing, taking into account the fact that Foxconn's body and financial authenticity are relatively reliable, in fact, Understand this special batch.

Zhang Xia, an analyst at China Merchants Securities, said that in the recent capital market, there was a clear change in policy risks. The CSRC was not in a position to increase its investment in new technologies, new industries, new formats and new models ') Support has repeatedly stressed, and the recent' 360 backdoor Jiangnan Jiajie ',' Foxconn Industrial Internet 'is intended to IPO is more attractive to investors.

Only made to avoid competition with the industry commitment

Independence has always been one of the most important concerns of the issuance examination committee to the proposed company, a large number of companies were unable to visit the A-share market because of the issue of independence. "The Measures for the Administration of Initial Public Offering and Listing" Article 19 shows that: 'The issuer's business is independent. The issuer's business should be independent of its controlling shareholder, actual controller and other entities under its control. There should be no horizontal competition with controlling shareholders, actual controllers and other enterprises under its control Or obviously unfair connected transactions. '

The end of 2017, Chongqing Broadcasting Digital Media Co., Ltd. Will be, the issuance examination committee mentioned issues include: 'Chongqing cable Internet audio-visual program services and IPTV content integrated operations whether there is competition in the industry', 'the issuer's advertising business And the actual controller and other enterprises controlling their advertising business similarities and differences, whether there is potential competition in the industry, please explain the verification method of verification, basis, and issued a clear verification opinion.

In addition, among the companies that listed 'Akihito' in the A-share market in 2017, Shandong Glass Fiber Group Co., Ltd., Kui Quan Optoelectronics Technology (Shanghai) Co., Ltd. and Haining China Home Textile City Co., Ltd. and other enterprises, in part, The relationship between the industry and the competition is not complete, which also shows the problem of competition in the industry, in today's issuance examination committee to examine the contents of which to be listed companies.

Foxconn prospectus said, 'As of this prospectus signing date, the backbone of the company directly holds 41.1443% stake in the issuer, and wholly-owned subsidiary Shenzhen Fu Taihua, Zhengzhou Hong Fu Jin indirectly holds 27.9962% of the shares of the issuer, 69.1405% of the total controlled issuers are controlling shareholders of the issuer, and Zhongjian is an investment-holding company indirectly held 100% by Hon Hai Precision (2317.TW), a company listed on the Taiwan Stock Exchange.

Foxconn and the controlling shareholder of the backbone of the company there is also potential competition between the industry before the IPO, Hon Hai Precision similar operations have been injected into Foxconn, but its controlling stake in Hong Kong-listed Tomoki (02038.HK) there are cell phone OEM Similar business, there are two companies registered in Brazil, there are also electronic products manufacturing business' respectively in the set-top boxes, cable module production and sales and notebook computers, smart phones, servers and motherboard production and sales, Hon Hai Precision Which indirectly hold 100% interests of both companies respectively; the above two companies do business only in Brazil, have no overlap with the business areas of the issuers and their controlled subsidiaries, and their businesses are relatively small in size, with revenue, profit and issue People and their controlled subsidiaries are lower in comparison with their respective businesses and there is no substantive competition with the issuer and its controlled subsidiaries. '

Foxconn said, 'the backbone of the company and its controlled except Foxconn and its subsidiaries outside the subsidiary does not exist directly or indirectly engaged in or involved with the Foxconn shares and its subsidiaries currently engaged in the main business engaged in substantive competition Business or activities, the backbone of the company promised and will do its utmost to promote its control in addition to Foxconn shares and its subsidiaries excluding subsidiaries in the future will not directly or indirectly engaged in or participate in Foxconn shares and its subsidiaries engaged in the main business A materially competitive business or activity. '

Shenzhen Securities brokers on behalf of the First Financial said that the proposed company how to maintain independence, to avoid competition with the industry has been the issuance examination committee audit one of the priorities, in general, listed companies with the industry competition solution, the more ideal are direct Mergers to the main body of the listing, the specific operation must be confessed in the prospectus.For Foxconn, this is only made a written commitment.

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