Today (April 12), Vanjee Technology Co.Ltd(300552) ( Vanjee Technology Co.Ltd(300552) , SZ) announced that the company plans to acquire 100% equity of Beijing liteng Sunshine Technology Development Co., Ltd. (hereinafter referred to as liteng sunshine), with the underlying asset price of 572 million yuan.
It is worth noting that Litang sunshine is controlled by Zhai Jun, the controlling shareholder and actual controller of Vanjee Technology Co.Ltd(300552) company. By the end of last year, the net assets of liteng sunshine were - 449692 million yuan, while the assessed value of the net assets was 649 million yuan, with a value-added rate of more than 15 times.
Liteng sunshine focuses on the overall rental operation and management of Wanji space property. At present, Wanji space has been mortgaged to borrow money from the bank, and 100% equity of Litang sunshine has also been pledged to borrow money.
subject matter net asset valuation appreciation rate exceeds 15 times
According to the underlying financial data, as of the end of 2021, the net assets of Litang sunshine were - 449692 million yuan. In 2021, the operating income was 212819 million yuan and the net profit was - 1.2713 million yuan. According to the asset appraisal report issued by Beijing Jinlian real estate consulting and Appraisal Co., Ltd., the net asset appraisal value of Litang sunshine is 649 million yuan, with a value-added rate of more than 15 times.
Vanjee Technology Co.Ltd(300552) said that the value-added of Litang sunshine comes from its Wanji space. Wanji space is building 12, Beijing Centergate Technologies (Holding) Co.Ltd(000931) Software Park, Haidian District, Beijing, with a construction area of 2115861 square meters. The assessed value of Wanji space real estate is 8065888 million yuan, and the corresponding unit price is 3812107 yuan / m2, which is slightly lower than the price of surrounding comparable properties (the listing transaction unit price of surrounding comparable properties is between 39300 yuan / m2 and 43000 yuan / m2).
It is worth noting that Wanji space is also a related party of Zhai Jun, the controlling shareholder and actual controller of Vanjee Technology Co.Ltd(300552) company. The sole shareholder of Litang sunshine is Beijing Litang Bank Enterprise Management Co., Ltd. (hereinafter referred to as Litang bank), which is 99.5% owned by Zhai Jun.
Vanjee Technology Co.Ltd(300552) said in the announcement that at the beginning of Vanjee Technology Co.Ltd(300552) listing in 2016, Zhai Jun used self raised funds to acquire the equity of Litang sunshine and Wanji space indirectly through the establishment of Litang bank, and the price of relevant equity was 532 million yuan.
Since 2017, Wanji space has been the headquarters of Vanjee Technology Co.Ltd(300552) and the main office and R & D place of the company. The company pays rent to rent Wanji space every year. According to the announcement of Vanjee Technology Co.Ltd(300552) in recent three years, the rental expenses incurred by Vanjee Technology Co.Ltd(300552) and liteng bank and liteng sunshine have exceeded 20 million yuan Vanjee Technology Co.Ltd(300552) disclosed in today's announcement that according to the previously signed lease contract, the rent of 10000 sets of space leased in 2022 is 27.087 million yuan.
Vanjee Technology Co.Ltd(300552) why not continue to lease Wanji space, but choose to put it into a listed company? According to Vanjee Technology Co.Ltd(300552) , the company's automotive electronics, lidar, intelligent Internet connection and other businesses are changing from the cultivation period to the rapid development period. The company plans to continue to expand its personnel team. It is expected that the demand for office space will further increase in the future. In order to reduce operating costs and reduce related party transactions, the company chooses to acquire Wanji space and turn it into self-owned property.
subject matter 100% equity is pledged and main assets are mortgaged
In addition, there are pledge of equity and pledge of equity of sunray.
According to the announcement, Litang sunshine will mortgage Wanji space to provide guarantee for Litang bank and Litang sunshine to Bank Of Beijing Co.Ltd(601169) loan, and Litang bank will pledge its 100% equity of Litang sunshine for the purpose of Litang bank's borrowing from Bank Of Beijing Co.Ltd(601169) loan. By the end of 2021, the balance of the above loans of Litang bank was 75 million yuan and that of Litang sunshine was 168 million yuan.
At the same time, liteng bank and liteng sunshine respectively filed the targeted financing plan on the floor of Shenzhen United Equity Exchange Co., Ltd., entrusted Beijing Beijing Centergate Technologies (Holding) Co.Ltd(000931) technology Financing Guarantee Co., Ltd. (hereinafter referred to as Beijing Centergate Technologies (Holding) Co.Ltd(000931) Technology) to provide guarantee for the creditor's rights of the beneficiary, and agreed to mortgage Wanji space to counter guarantee Beijing Centergate Technologies (Holding) Co.Ltd(000931) technology. By the end of last year, the financing balance of the above financing plan of Litang bank was 75 million yuan, and the financing balance of the above financing plan of Litang sunshine was 75 million yuan.
To this end, In the equity transfer agreement with Vanjee Technology Co.Ltd(300552) liteng bank mentioned that "liteng sunshine will pay off the above loan guaranteed by wanjispace real estate mortgage and equity pledge within 20 working days after the equity transfer agreement takes effect, and the guaranteed relationship will be terminated. If the above loan and guarantee relationship cannot be paid off and terminated within 20 working days, liteng bank will pay penalty interest to the listed company at the rate of 0.05% of the transfer payment received every day."
Vanjee Technology Co.Ltd(300552) will also pay 50% of the transfer price, i.e. RMB 286 million, to liteng bank within 20 working days after the equity transfer agreement takes effect, which is enough to pay off most of the above loans. The remaining 50% of the equity transfer amount, Vanjee Technology Co.Ltd(300552) will be paid within 20 working days after the completion of the handover.
Then, does Vanjee Technology Co.Ltd(300552) have sufficient funds Vanjee Technology Co.Ltd(300552) said that by the end of 2021, the balance of Vanjee Technology Co.Ltd(300552) Book monetary capital was RMB 1.115 billion. It is expected that the company's working capital will still be sufficient after the consideration is paid. It is worth noting that just last year, Vanjee Technology Co.Ltd(300552) also raised funds for the project construction, raising nearly 400 million yuan.
