Zhongjing Electronics acquired 286 million shares of Founder's LED lighting

Huizhou Zhongjing Electronic Technology Co., Ltd. (002579) intends to formally enter the LED lighting field through the acquisition of Hunan Fangzhengda Electronic Technology Co., Ltd. (hereinafter referred to as "Fang Zhengda").

On the evening of February 23, Zhongjing Electronics announced that it intends to purchase Fang Zhengda from Fang Xiaoqiu and Lan Shunming (each holding a 50% stake in Founder) in a non-public offering of shares and payment of cash. 100% equity, estimated at 286 million yuan.

Specifically, Zhongjing Electronics intends to issue approximately 13.78 million shares to Fang Shun and Lan Shun Ming and pay approximately RMB 21,748,500 in cash.

At the same time, Zhongjing Electronics intends to raise matching funds to non-public issuance shares of no more than 10 other specific investors including Yang Lin, the actual controller of the company. The fundraising will be used to pay the cash consideration for the purchase of Founder and related agency fees. Wait.

Yang Lin promised to subscribe for no more than 30% of the shares issued by this matching fundraising. Zhongjing Electronics intends to issue the price of the shares issued by Fang Xiaoqiu and Lanshun Ming not less than RMB 8.83 per share, while the issue price to specific investors such as Yang Lin is not lower than RMB 7.95 per share.

Founder's main business is the development, production and sales of flexible printed circuit boards (FPC). The products are mainly used in the field of LED energy-saving lighting. The main business of Zhongjing Electronics before the transaction is the development, production and sales of new electronic components. The main products are printed circuit boards such as double-panel, multi-layer board and aluminum substrate, which are used in consumer electronics, network communication and computers. Peripheral and automotive electronics. Fang Zhengda believes that the synergy effect of this acquisition is more prominent and can effectively promote the adjustment of the company's overall business structure.

Data show that as of December 31, 2013, Founder's total assets were 136 million yuan, with a total revenue of 177 million yuan and a net asset of 46.707 million yuan. The book value is 71.145 million yuan, and the value-added amount is 21,493.30 million yuan. Compared with the purchase price, the value-added rate is 302%.

According to the announcement, Fang Xiaoqiu and Lan Shunming promised that from 2014 to 2016, Fangzhengda's net profit will be no less than 28 million yuan, 34.6 million yuan and 41.14 million yuan respectively. If it is lower than the forecast, it will be compensated. Among them, 85.12% of the corresponding value should be compensated by share compensation, and the remaining 14.88% of cash-based compensation. If it is higher than the forecast, 30% of the excess will be rewarded to the key managers and core technicians who are working at the time.

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