Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) plans to spend more than 1 billion to acquire Broadex Technologies Co.Ltd(300548) control

An equity transfer transaction involved three listed companies.

Recently, Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) ( Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) , SH; previous closing price of 25.49 yuan / share) announced that the company plans to obtain the control of Broadex Technologies Co.Ltd(300548) ( Broadex Technologies Co.Ltd(300548) , SZ; previous closing price of 28.76 yuan / share) through equity agreement transfer and voting right entrustment.

In this transaction, the equity transfer price is 40 yuan per share, and Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) will give Zhu Wei a performance bonus of 143 million yuan, that is to say, Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) will contribute a total of 1.028 billion yuan to obtain the control of Broadex Technologies Co.Ltd(300548) .

Meanwhile, Tdg Holding Co.Ltd(600330) ( Tdg Holding Co.Ltd(600330) , SH; previous closing price of 10.38 yuan / share) plans to transfer all the remaining Broadex Technologies Co.Ltd(300548) shares it holds to Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) . The reporter noted that Tdg Holding Co.Ltd(600330) was the founding shareholder of Broadex Technologies Co.Ltd(300548) . When Broadex Technologies Co.Ltd(300548) was listed in 2016, Tdg Holding Co.Ltd(600330) promised not to reduce its shares within three years, and Tdg Holding Co.Ltd(600330) began to continuously reduce its shares after the commitment period.

Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) will contribute more than 1 billion

Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) recently announced that the company will pay cash to acquire Broadex Technologies Co.Ltd(300548) shares held by Tdg Holding Co.Ltd(600330) , natural persons Zhu Wei (Zhu Wei), Ding Yong, Wang Xiaohong (Wang Xiaohong) and Jiang Rongzhi (Jiang Rongzhi), with a total of 22.12 million shares, accounting for 12.72% of Broadex Technologies Co.Ltd(300548) total share capital.

It is worth noting that Zhu Wei is the controlling shareholder and actual controller of Broadex Technologies Co.Ltd(300548) , Wang Xiaohong is Zhu Wei's spouse, Ding Yong is the vice chairman and deputy general manager of Broadex Technologies Co.Ltd(300548) and Jiang Rongzhi is Ding Yong's spouse.

In addition to the equity transfer by agreement, Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) also signed the voting right entrustment agreement with Zhu Wei. Zhu Wei will entrust all the voting rights corresponding to his Broadex Technologies Co.Ltd(300548) 12.71% shares to Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) for use. At the same time, Zhu Wei and other four natural persons also signed the letter of commitment on not seeking Broadex Technologies Co.Ltd(300548) actual control.

Thus, the proportion of Broadex Technologies Co.Ltd(300548) voting rights held by Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) will reach 25.43%, thus obtaining the control of Broadex Technologies Co.Ltd(300548) . In fact, as early as March 30, Broadex Technologies Co.Ltd(300548) had announced that the company was planning equity transfer and change of control. At that time, it only revealed that the industry of the trading partner was the communication equipment manufacturing industry The trading of Broadex Technologies Co.Ltd(300548) shares was also suspended on March 31. It is worth mentioning that the trading of Broadex Technologies Co.Ltd(300548) shares resumed on April 8. As of the closing of the day, the share price rose by 7.03%.

The reporter of the daily economic news noted that in this transaction, the equity transfer price is 40 yuan per share, and Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) will give Zhu Wei a performance reward of 143 million yuan, that is to say, Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) will contribute a total of 1.028 billion yuan to obtain the control of Broadex Technologies Co.Ltd(300548) . The closing price of Broadex Technologies Co.Ltd(300548) 331 before the suspension was 26.87 yuan per share, and the equity transfer price was nearly 50% higher than the company's share price before the suspension.

Broadex Technologies Co.Ltd(300548) last year's net profit increased significantly

In this equity transfer transaction, Tdg Holding Co.Ltd(600330) transferred its Broadex Technologies Co.Ltd(300548) 5.27% shares. After the transaction is completed, Tdg Holding Co.Ltd(600330) will no longer hold Broadex Technologies Co.Ltd(300548) shares.

In fact, Tdg Holding Co.Ltd(600330) had previously been reducing its shares of Broadex Technologies Co.Ltd(300548) through centralized bidding. From February 21 to February 23 this year, Tdg Holding Co.Ltd(600330) accumulated a reduction of Broadex Technologies Co.Ltd(300548) 0.63% of the shares. It is obvious that the stock price of the company to be transferred is much higher than that of before the transfer of the remaining shares will be terminated in order to reduce the stock price of the company before the transfer is obviously planned in advance and.

The reporter of the daily economic news noted that Tdg Holding Co.Ltd(600330) also has another special identity, that is, the founding shareholder of Broadex Technologies Co.Ltd(300548) According to the prospectus of Broadex Technologies Co.Ltd(300548) 2016, on June 18, 2003, Tdg Holding Co.Ltd(600330) and Zhu Wei and Ding Yong jointly signed the contract for joint venture of Zhejiang Broadex Technologies Co.Ltd(300548) Co., Ltd., Tdg Holding Co.Ltd(600330) contributed 50% and 20 million yuan. Zhejiang Broadex Technologies Co.Ltd(300548) Co., Ltd. is the predecessor of Broadex Technologies Co.Ltd(300548) Co., Ltd.

In the prospectus, Tdg Holding Co.Ltd(600330) promised not to transfer or entrust others to manage the shares held by the company before Broadex Technologies Co.Ltd(300548) issuance within 36 months from the date of Broadex Technologies Co.Ltd(300548) listing. After the three-year commitment period, Broadex Technologies Co.Ltd(300548) also began to reduce its holdings frequently. In May 2020, December 2020 and March 2021, Tdg Holding Co.Ltd(600330) issued the announcement on the completion of the implementation of the reduction plan, with a total reduction of Broadex Technologies Co.Ltd(300548) shares of more than 5 million shares.

How about Broadex Technologies Co.Ltd(300548) its own performance when the new owner buys at a high price and the founding company liquidates its holdings?

That evening, Broadex Technologies Co.Ltd(300548) also released the annual report for 2021. In 2021, Broadex Technologies Co.Ltd(300548) revenue was RMB 1.154 billion, with a year-on-year increase of 48.59%. The net profit attributable to shareholders of listed companies was RMB 162 million, with a year-on-year increase of 83.6%. The company is in a growth period.

Broadex Technologies Co.Ltd(300548) 's main business is the R & D, production and sales of integrated optoelectronic devices in the field of optical communication, which is mainly used in the telecommunications and data communication markets. The new owner Yangtze Optical Fibre And Cable Joint Stock Limited Company(601869) belongs to the communication industry and is a leading enterprise in the field of optical fiber and cable The main business of Tdg Holding Co.Ltd(600330) is electronic materials and high-end special equipment. Tdg Holding Co.Ltd(600330) also mentioned in the recent announcement that the transfer of Broadex Technologies Co.Ltd(300548) remaining shares is to further focus on the main business.

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