On the evening of February 23, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) (002011, SZ) announced that the listed company received the letter on receiving the decision of the State Administration of market supervision on non prohibition of antitrust review of business concentration from Gree Electric Appliances Inc.Of Zhuhai(000651) (000651, SZ). The content of the letter shows that the State Administration of market supervision and administration will not be prohibited from receiving the case of Gree Electric Appliances Inc.Of Zhuhai(000651) acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) equity.
It is understood that Gree Electric Appliances Inc.Of Zhuhai(000651) plans to acquire 29.48% equity of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) and obtain control of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) . The acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) with a market value of more than 10 billion by leading household appliance enterprises with a market value of more than 200 billion is a typical a-eat-a case in the capital market. From the upstream and downstream of the industrial chain, Gree Electric Appliances Inc.Of Zhuhai(000651) is the customer of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) . This Gree Electric Appliances Inc.Of Zhuhai(000651) acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) can not only improve the supply chain of air conditioning parts, but also switch to new energy heat management business and other fields.
However, for this acquisition, the industry has different views. Some people are optimistic, while others think it is too late. In recent years, the growth rate of the home appliance market has been weak, Gree Electric Appliances Inc.Of Zhuhai(000651) “elephant” has turned around, and the layout on the new energy track has not been accomplished in a day. Can a eat a and win Zhejiang Dun’An Artificial Environment Co.Ltd(002011) achieve a win-win situation?
the acquisition case passed the antitrust review
According to the announcement, Gree Electric Appliances Inc.Of Zhuhai(000651) received the anti-monopoly examination decision [2022] No. 125 of the State Administration of market supervision on February 22, 2022, which does not prohibit the above-mentioned equity acquisition.
According to the acquisition report disclosed on January 15, 2022, Gree Electric Appliances Inc.Of Zhuhai(000651) intends to transfer Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 270360000 shares of non tradable shares held by Dunan Seiko (accounting for 29.48% of the total share capital of the listed company on the disclosure date of the report), the transfer price per share is 8.10 yuan, and the total transfer price of the subject shares payable by Gree Electric Appliances Inc.Of Zhuhai(000651) is 2.190 billion yuan.
Meanwhile, according to the relevant provisions of the share transfer agreement, Gree Electric Appliances Inc.Of Zhuhai(000651) will have the right to reorganize the board of directors of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) and nominate more than half of the directors, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) will become the holding subsidiary of Gree Electric Appliances Inc.Of Zhuhai(000651) .
In addition to acquiring the equity of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) , the acquisition also includes Gree Electric Appliances Inc.Of Zhuhai(000651) acquiring the equity of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) by subscribing for Zhejiang Dun’An Artificial Environment Co.Ltd(002011) non-public offering shares.
According to the previous announcement, Gree Electric Appliances Inc.Of Zhuhai(000651) plans to subscribe in cash for 139.4148 million shares of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) non-public offering to specific objects, which will not exceed 30% of the total share capital of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) before the non-public offering. The pricing of this non-public offering is 5.81 yuan / share, which will not be lower than 80% of the average trading price of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) shares in the 20 trading days before the announcement date of the resolution of the board of directors to consider this non-public offering, The total price of Gree Electric Appliances Inc.Of Zhuhai(000651) subscription is 810 million yuan. After the completion of this non-public offering, Gree Electric Appliances Inc.Of Zhuhai(000651) will hold Zhejiang Dun’An Artificial Environment Co.Ltd(002011) about 410 million shares, accounting for 38.78% of the total share capital of the listed company after the issuance.
In May 2018, Dunan group had a liquidity crisis, and its debt of 45 billion exploded, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) was also affected. Dunan Seiko transferred its equity to Gree Electric Appliances Inc.Of Zhuhai(000651) this time. It also transferred the company’s shares pledged to creditors of financial institutions by agreement in order to resolve financial debts.
The main business of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) includes the R & D, production and sales of refrigeration components and refrigeration and air conditioning equipment. In addition, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) continues to expand vigorously in the field of new energy vehicle thermal management business.
For Gree Electric Appliances Inc.Of Zhuhai(000651) , the acquisition is conducive to improving the stability of the air conditioning supply chain and implementing and improving the layout strategy of the core parts industry. It is conducive to improving Gree Electric Appliances Inc.Of Zhuhai(000651) the industrial layout of core parts of new energy vehicles.
Did you miss the good time?
At present, except for some categories, the overall market of household appliances is relatively weak. According to the total data pushed by AVC (the same below), the annual retail volume of air conditioners in 2021 was 152.7 billion yuan, a year-on-year decrease of 1.2%, and the retail volume was 46.89 million units, a year-on-year decrease of 8.7%. In 2021, the retail volume of refrigerators was 31.88 million units, a year-on-year decrease of 2.1%, and the retail volume was 97.1 billion yuan, a year-on-year increase of 7.9%.
On the new energy track, Gree has been planning for a long time. In addition to Gree, Midea, Skyworth and other enterprises have also tried to switch to the new energy track. The relevant person in charge of Zhe Jiang Kangsheng Co.Ltd(002418) the main refrigeration pipeline and its extension products once mentioned to the reporter of the daily economic news that next, on the basis of stabilizing the market scale of the existing home appliance business, we will vigorously promote the intelligent upgrading of the industry. In addition, increase the development of heat exchanger components. It is expected that this market may increase sharply in a few years. It will continue to expand the scale of new energy industry and gradually form a modular cluster of new energy industry.
Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) in 2017, in addition to the original refrigeration and air conditioning electrical parts business, it was also incorporated into the auto parts business. The refrigeration system of the listed company was further expanded to the thermal management system of new energy vehicles and developed in coordination with the company’s traditional refrigeration business.
As a supplier of Gree, for the Gree Electric Appliances Inc.Of Zhuhai(000651) acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) equity, Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) replied on interactive easy that Gree’s acquisition of Dunan may lead to a decrease in Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) Gree’s orders, but orders from customers other than Gree will flow into Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) , which is much larger than the former. For Gree and Zhejiang Dun’An Artificial Environment Co.Ltd(002011) to intervene in the thermal management of new energy vehicles, Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) believes that it is too late.
On January 27, Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) replied in reply to the investor survey; “The signals released by other friends and businessmen planning to enter the new energy vehicle track also prove once again the advanced strategic vision in the field of new energy vehicle layout more than three decades ago, and the new energy vehicle thermal management is a long and wide track. However, the best time has been missed in planning to layout the new energy vehicle track, and our company has the customer, scale, technology and globalization capabilities And will continue to focus on core business, increase research and development, and continuously improve the company’s core competitiveness, profitability and market influence. “
On January 6, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) executives mentioned the products, customers, current operation and future planning of new energy vehicle thermal management business in the investor research reply.
Zhejiang Dun’An Artificial Environment Co.Ltd(002011) revealed that the product structure of Dunan automobile thermal management is relatively complete. There are electronic expansion valve, solenoid valve, one-way valve, thermal expansion valve, combination valve and cartridge valve on the refrigerant side, and multi-way water valve, water pump and other parts on the water side.
In terms of customer development, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) said that China’s Shanxi Guoxin Energy Corporation Limited(600617) automobile industry has a high coverage. Most of the main customers have projects that have been implemented or are in progress, mainly including Byd Company Limited(002594) , Weilai, Geely, FAW, SAIC and other mainstream customers. At present, there are nearly 140 projects in progress, landed and batch. The total amount of projects that have been batch in the next 3-5 years is about 900 million yuan, the total amount of projects that have been designated but have not entered batch is about 800 million yuan, and there are more than 60 projects still in competition, with a total amount of nearly 4 billion yuan.
