Due to the plan of the controlling shareholder Hualu Culture Industry Co., Ltd. to negotiate an agreement to transfer the equity of the company, Hualu Baina (300291) caught the attention of the market. After more than two months of planning the matter, Hualu Baina will usher in a new real controller. He Jianfeng, son of He Xiangjian, the real controller of Midea Group, intends to spend more than 1.8 billion yuan on his position.
Hualu Baina issued an announcement on the evening of March 21 st that on that day, the company received a notification letter from Hualu Culture, and after submitting full research arguments and comprehensive assessments for all intended transferee’s submissions, it selected the best based on comprehensive consideration of various factors. It was determined that the joint assignee formed by Yingfeng Investment Holding Group Co., Ltd. (hereinafter referred to as ''Fengfeng Group'') and Ningbo Profil Investment Management Co., Ltd. (hereinafter referred to as 'Profit'') will transfer the transferee to this agreement. Culture has signed a share transfer agreement with Profit Peak Group and Profi. Hualu Culture intends to transfer approximately 143 million Hualu Baina, which holds 17.55% of the company’s total share capital, to the Panfeng Group.
Yingfeng Group was established in 2002. Its business scope includes investment management, investment consulting, asset management, etc. Prolife was established in 2010. The business scope includes industrial investment, investment management; household appliances, wholesale of hardware products, and retail. Both the legal representative of Profi and Profi were Jianfeng, and He Jianfeng was the actual controller of the Yingfeng Group. The real controller of Profi was why he was healthy. The Beijing Daily News reporter found out through the Tianzhu search that He Xiangjian was the actual controller of the Group. According to public information, He Xiangjian and He Jianfeng are fathers and sons, He Jianfeng is also the chairman of the Yingfeng Group and Profi, and the Yingfeng Group and Prolife have signed a concerted action clause. The Yingfeng Group and Profesional will assign the shares as People acting in concert.
Specifically, Hualuo Culture transferred approximately 102 million shares of Hualu Baina held by it to the Yingfeng Group, which accounted for 12.55% of the company's total share capital, and the remaining 5% of the shares corresponded to approximately 40,622,100 shares of Hualu Baina. Transferred to Profi. Prior to the transfer of the shares, Hualu Culture held 17.55% shares of Hualu Baina, which was the controlling shareholder of the company; its concertee Hualu Group held approximately 64.59 million shares of Hualu Baina. It represents 7.95% of the company's total share capital and is the actual controller of the company.
After the above transfer of shares is completed, Hualu Baina’s controlling shareholders will be changed from Hualu Culture to Yingfeng Group. The actual controller will be changed from Hualu Group to Jianfeng. He Jianfeng’s transfer of Hualu Baina shares has a certain premium. Subjected to the offer of the buyer, the parties confirmed that the transfer price per share was 12.6223 yuan, and the total price of the transfer of the target shares was approximately 1.8 billion yuan. The latest closing price of Hualu Baina on March 21 was 11.78 yuan per share, if so calculated, He Jianfeng received a 17.55% stake in Hualu Baina at a premium of approximately 7.18%.
Hualuo Baina landed on the capital market in 2012. It is an enterprise engaged in the investment, production, distribution and derivative business of film and television dramas. The main business includes television drama business, movie business, etc. Since 2017, Hualuo Baina has encountered bottlenecks in its operating performance. During the reporting period, financial data showed that Hualuo Baina’s operating income for the first three quarters of 2017 was approximately RMB 1.468 billion, down 21.41% year-on-year, and net profit attributable to listed company shareholders was approximately RMB 117 million, representing a year-on-year decrease of 34.51. %.
On February 27th, according to the results report released by Hualu Baina, the total operating revenue achieved by the company in 2017 was approximately 2.264 billion yuan, a year-on-year decrease of 12.09%; the corresponding net profit attributable to shareholders of the listed company was approximately 108 million yuan. The year-on-year decrease of 71.35% over the same period last year. The net profit after deduction for the reporting period also dropped by over 70% year-on-year. For the reasons for the declining performance, Hualu Baina stated that 'the overall short-term profits of the arts industry are not affected by the overall industry investment and market competition. Up to expectations'.