On the evening of April 24th, LeTV announced that the controlling subsidiary Le Rongzhixin (former LeTV Zhixin, Xinlezhizhijia) and Jingdong have signed the "Strategic Business Cooperation Agreement". The agreement is the business of both Le Rongzhixin and Jingdong. The strategic cooperation framework agreement, in which the details of the specific cooperation of each business will be agreed upon by the parties to negotiate and sign the details.
According to the contents of the announcement, the two parties agreed to conduct in-depth business cooperation in the areas of e-commerce, member account, advertising system, logistics, voice technology, music and new product procurement, and unrestricted retail, and jointly develop new markets and serve customers. Share customer resources and service capabilities.
In addition, the company was originally scheduled to disclose the 2017 annual report on April 25, 2018. Since the current auditing work is still in progress, the company has not yet obtained the 2017 annual audit report. It is expected that it will not be disclosed on schedule and will be postponed until April 27, 2018. Disclosure. Up to now, based on the current audit work results, the company's net profit loss in 2017 may further expand, and there is no case that the company's net assets are negative and the company does not have a listing condition.
Attachment: LeTV
LeTV Information Technology (Beijing) Co., Ltd.
Announcement on Signing the "Strategic Business Cooperation Agreement" between the Company's Holding Subsidiary and JD.com
The company and all members of its board of directors ensure that the contents of the announcement are true, accurate and complete, and have no false records, misleading statements or major omissions.
Special Note:
1. The "Strategic Business Cooperation Agreement" signed this time is the company's holding subsidiary, Le Rongzhixin Electronic Technology (Tianjin) Co., Ltd. 1 (hereinafter referred to as "Luozhizhixin" or "Xinlezhizhijia") and Beijing Jingdong Century. The intentional agreement signed by Trade Co., Ltd. (hereinafter referred to as 'Jingdong') is a principled guideline for the signing of a specific cooperation agreement between the two parties. It does not need to be submitted to the company's board of directors or shareholders' meeting for deliberation. If further signing of other related agreements, the company will perform necessary tasks in accordance with relevant regulations. The approval process and timely announcement of progress.
2. The specific cooperation matters involved in the “Strategic Business Cooperation Agreement” signed this time require the signing of a separate formal cooperation agreement. There is still uncertainty.
3. The company is unable to predict the impact of the signing of the "Strategic Business Cooperation Agreement" on the company's operating performance for the year; the impact on future business performance of the company depends on the subsequent implementation of the agreement.
4. 18.38% of the shares held by Lefluxon's new shareholder LeEco Holdings are frozen, and some or all of them will enter the judicial auction process. The company has lost control of its holding subsidiaries due to the judicial auction of some shares of the controlling subsidiaries. risks of.
5. Up to now, the company has pledged the shares held by it to the new shares. If the company fails to repay the debt on time, the assets will be disposed of according to law. The company will face the risk of losing the new actual control rights of Leflux, which in turn will result in Leflux. The new can not be incorporated into the scope of the consolidated statement of listed companies.
First, the basic situation of the agreement
1, the basic conditions of the signing of the agreement
On April 20, 2018, the company disclosed the “Announcement on Completion of Industrial and Commercial Change of Holding Subsidiaries” (public notice No.: 2018-063). The company’s holding subsidiary Xin Leshi Wisdom Electronic Technology (Tianjin) Co., Ltd. changed its name to Le Rongzhi. New Electronic Technology (Tianjin) Co., Ltd.
Lefluxon Information Technology (Beijing) Co., Ltd. (hereinafter referred to as the 'Company' or 'LeTV'), a subsidiary of the company, has signed "Strategic Business Cooperation Agreement" (hereinafter referred to as 'this agreement') with JD.com.
This agreement is a framework agreement for the strategic cooperation between Le Rongzhixin and Jingdong. The details of specific cooperation in each business will be agreed upon by both parties.
The signing of this agreement does not constitute a related party transaction, nor does it constitute a major asset reorganization as stipulated in the Administrative Measures for Major Asset Restructuring of Listed Companies.
2, the basic situation of the other party to the agreement
Jingdong is a well-known Internet e-commerce company, mainly engaged in self-employed and platform e-commerce business.
The basic situation is as follows:
Company Name: Beijing Jingdong Century Trading Co., Ltd.
Legal representative: Liu Qiangdong
Registered capital: 139,798,560 US dollars
Unified social credit code: 911103026605015136
Address of the company: Room 201, Level 2, Building C, No. 18, Kechuang 11th Street, Beijing Economic and Technological Development Zone, Beijing
Date of establishment: April 20, 2007
Main business: wholesale, retail packaged foods, health foods (not involved in state-run trade management goods; dealing with quotas and licensing management of goods in accordance with the relevant provisions of the state to apply for procedures); wholesale veterinary drugs; road transport of goods; robot production and assembly; computer Software production; sales of self-produced products; basic software services; technology development, technical consulting, technical services, technology transfer, technical training; software development, software design; robotics research and development; computer network technology development; equipment installation, maintenance; computer system integration Mechanical equipment, household appliances, electronic components, hardware, electronic products, stationery, photographic equipment, computers, software and auxiliary equipment, cosmetics and hygiene products, chemical products (excluding hazardous chemicals and a class of precursors Chemicals), sporting goods, department stores, stamps, textiles, clothing, daily necessities, furniture, gold and silver jewelry, contraceptives (except birth control pills), fresh fruits, vegetables, salt, feed, flowers, seeds, decorative materials, communication equipment , Building Materials, Crafts Gifts, Watch Glasses, Toys, Car and Motorcycle Accessories, Robotics, Instrumentation Table, sanitary ware, ceramic products, rubber and plastic products, motorcycles, smart cards, fertilizers, pesticides, livestock (excluding Beijing) wholesale, commission agency (except auctions), retail, import and export and agency import and export business; photography Services; Warehousing Services; Conference Services; Provision of Labor Services (Excluding Labor Dispatch, Labor Service Cooperation); Economic Information Consulting; Educational Consultancy (Excluding Study Abroad and Intermediary Services); Corporate Management Consulting; Corporate Management Training; Collection of Gas Charges, Water Fees, electricity charges; train ticket agents; entrusted production of electronic products; entrusted production of photographic equipment; entrusted production of computer software and auxiliary equipment; entrusted production of household appliances; car rental (not including more than nine passenger vehicles); Management services; rental of office space; property management; auction (not including cultural relics). (Involving quota license management, special provisions of the management of goods in accordance with relevant state regulations) (Wholesale of veterinary drugs, road transport of goods and in accordance with the law subject to approval of the project After the approval of the relevant department, the business activities shall be carried out according to the approved contents. )
JD does not have a relationship with the company.
Second, the main content of the agreement
1, Cooperation content
Both LLFZ and JD agreed that in order to give full play to the advantages of resources in their respective fields, the two sides agreed to negotiate in the area of e-commerce, member account areas, advertising systems, logistics, and voice technology to create new products. In the field of procurement, the unrestricted retail sector has conducted in-depth business cooperation, jointly explore the market, serve users, and share customer resources and service capabilities.
2, effective
This agreement shall be signed by the legal representatives or authorized representatives of both parties and be affixed with an official seal, and shall become effective as of the date set out in the first paragraph of this Agreement and shall be binding on both parties.
Third, the agreement to fulfill the impact of listed companies
As the controlling subsidiary of the listed company, Le Rongzhixin is in line with the company's 'platform + terminal + content + application' ecological philosophy, which is conducive to the use of LeTV's powerful Internet segmented operating capabilities, based on the current big data platform and cloud computing platform. , further fully explore their potential value.
Fourth, risk warning
1. The performance of this contract is subject to the risk caused by force majeure.
2. The company will perform the corresponding decision-making and approval procedures and information disclosure obligations in accordance with the specific circumstances of the execution of this agreement. Investors are advised to pay attention to risk and rational investment.
Fifth, other instructions
1. All company information is based on the announcement issued by the company in the designated information disclosure media of the China Securities Regulatory Commission's Growth Enterprise Market.
2. Regarding the subsequent progress of the above matters, the company will, depending on the actual situation, pass a temporary announcement or make a disclosure in a regular report. Please pay attention to investors.
Sixth, for reference documents
Strategic Business Cooperation Agreement
LeTV Information Technology (Beijing) Co., Ltd.
Board of Directors
April 24, 2018
LeTV Information Technology (Beijing) Co., Ltd.
Prompt Announcement on Extended Disclosure of Periodic Reports
The company and all its members of the board of directors ensure that the information disclosed is true, accurate and complete, with no false records, misleading statements or major omissions.
Special Note:
1. The company originally scheduled to disclose the 2017 annual report on April 25, 2018. As the auditing work is still in progress, the company has not yet obtained the 2017 annual audit report. It is expected that it will not be disclosed on time and will be postponed until April 27, 2018. Disclosure.
2. Up to now, based on the current audit work results, the company's net profit loss in 2017 may further expand, and there is no case that the company does not have a listing condition because of negative net book assets. At present, the audit result has not yet been issued and the current report has been issued. The possibility of non-standard opinions. Please take the final audit results as a standard.
3, This delayed disclosure of periodic reports without temporary suspension arrangements.
LeTV Information Technology (Beijing) Co., Ltd. (hereinafter referred to as 'Company' or 'LeTV') originally made an appointment to disclose the 2017 annual report on April 25, 2018, and is currently unable to disclose the above-mentioned periodic report within the prescribed time limit.
The company convened the board of directors on January 8, 2018. The board of supervisors respectively reviewed and passed the “Proposal on Changing Accounting Firms” and hired Shu Lun Pan Certified Public Accountants Co., Ltd. (special general partnership) with relevant auditing qualifications for securities and futures business (hereinafter referred to as “Lixin Certified Public Accountants”). The firm's) acts as a company auditor.
After receiving the entrustment of this audit work, Shu Lun Pan Certified Public Accountants dispatched highly experienced project team leaders and staff to fully promote the auditing work. The company gave full and active cooperation. During the audit, the company's senior management, financial personnel and projects The group maintained continuous communication. The company had in-depth communication with Shu Lun Pan Certified Public Accountants. Lixin Pan Certified Public Accountants had known about the company's status and problems. However, due to limited time, the company considered it necessary to postpone the company's 2017 annual report due to careful consideration.
During the company's 2017 annual audit, the company’s board of directors, board of supervisors, and management paid close attention to the audit progress. The management communicated with the partners of Lixin Pan Certified Public Accountants and the on-site person in charge of the audit work several times and discussed.
The management of the company has been actively promoting the audit and evaluation work in order to disclose the company's 2017 annual report in accordance with the statutory period. However, due to issues such as large audit workload, the completion time of the audit work may be later than expected. The company's board of directors, the board of supervisors, and the management continuously push forward the audit The progress of the work has effectively fulfilled its loyal obligations and diligence obligations. On the premise of ensuring the truthfulness, accuracy and completeness of the company's audit report and periodic report, the company will promptly disclose the 2017 annual report of the company. It is expected that the 2017 annual report of the company will be postponed until 2018. 4 Disclosure on the 27th.
The company's board of directors expressed sincere apologies for the inconvenience caused to investors by the timing of the disclosure of this periodic report. Investors are required to forgive.
Special announcement
LeTV Information Technology (Beijing) Co., Ltd.
Board of Directors
April 24, 2018