Quasi 4 billion yuan! Acquisition of 100% stake in the core of the company to expand overseas markets

Linsen released today the restructuring plan, the company intends to price of 4 billion yuan to acquire mingsum photoelectric 100% stake, while the proposed supporting fund-raising not more than 1 billion 255 million yuan. The company acquired the target is outside the lighting solutions provider LEDVANCE, which is the main traditional light source, LED light source . The company will be through the global layout of the transaction to expand overseas markets.

specifically, Linsen intends to hold 100% of the photoelectric mingsum Zhuo Rui investment through the issuance of shares and payment of cash to buy a stake in the core, harmonious ming. Among them, intends to 28.53 yuan / share issue of 96 million 249 thousand and 600 shares, the stock price of $2 billion 746 million, the cash consideration is not more than $1 billion 254 million. At the same time, the company intends to not more than ten specific investors, non-public offering of shares to raise matching funds of not more than 1 billion 255 million yuan fund-raising will be used for Yiwu LED "#004a73" lighting application products and projects to pay the restructuring related costs.

According to the disclosure,

core optoelectronics was established in July 2016. Among them, the core of the Ming Ming subscribed subscribed 399 thousand and 600 yuan, as the controlling shareholder, the shareholding ratio of 99.99%; Zhuo Rui investment subscribed capital contribution of $4 million, the shareholding ratio of 0.1%. As of the date of disclosure plan, the core photoelectric yet the actual business, the total assets of about 153 million 500 thousand yuan, total equity of 152 million 700 thousand yuan, mainly for the core assets of Ming photoelectric indirectly holds a 100% stake in LEDVANCE Target Corp. Therefore, the company intends to acquire the object of foreign companies LEDVANCE. LEDVANCE for OSRAM lighting business to undertake the main body, located in the general lighting solutions, the main products include traditional light source, LED light source, its main competitors include the Holland Royal PHILPS company, Ge Corp, OPPLE lighting, FSL etc..

announcement shows that, for the acquisition of LEDVANCE, the core of the photoelectric specifically built in Luxemburg SPV (special purpose platform) architecture, the establishment of a middle company. According to the overseas share purchase agreement, the core of the company needs to be transferred to the middle of the name of the company's bank account transfer amount of 510 million euros free of funds available for payment of the payment of the transaction and related costs. Overseas delivery has been completed in Central Europe, local time on March 3rd, the initial price of LEDVANCE100% equity offshore delivery of 485 million 700 thousand euros (about RMB 3 billion 594 million yuan). For the difference, the price of the 4 billion yuan trading price of the company said, due to the valuation of the subject, the assets to be purchased for mingsum photoelectric 100% stake, overseas equity delivery is completed, LEDVANCE will become the core of Ming optoelectronics company, in addition to holding LEDVANCE100% mingsum photoelectric equity, there may be money and other assets. The differences between the two valuation.

simulation report shows that LEDVANCE in fiscal year 2014, fiscal year 2015, October 2015 to the end of June 2016, July 2016 to the end of December 2016, respectively, to achieve the main business income of 2 billion 162 million euros, 2 billion 174 million euros, 1 billion 619 million euros, 1 billion 25 million euros. It is reported that the impact of industry trends, LEDVANCE revenue structure in the gradual change. Among them, the traditional light source business revenue fell from 2014 euros in fiscal year to 1 billion 598 million euros in 2015; LED light source business grew rapidly in fiscal year 2015 revenue of $436 million, an increase of 38.65%. LEDVANCE expects its LED business to maintain rapid growth.

said the company and LEDVANCE Rawlinson, the main business involves lighting equipment and solutions, after the completion of this transaction, the two sides will complement each other in the sales channels, operating costs, technology development and management experience, will play a synergistic effect of OSRAM high-end brand "and" wood Linsen "manufacturing cost advantages of combining. Meanwhile, the transaction will become an important measure for the company to achieve the layout of globalization.

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