after Gree Electric Appliances Inc.Of Zhuhai(000651) took Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 29.48% of the shares, Zijin Mining Group Company Limited(601899) entered the company to acquire Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 9.71% of the shares without the prior consent of Gree, the controlling shareholder Gree Electric Appliances Inc.Of Zhuhai(000651) made a decisive move and also wanted to win the 9.71% stake to further strengthen control. However, after two suspension and several rounds of communication, Gree Electric Appliances Inc.Of Zhuhai(000651) decided to terminate the acquisition
On May 19, after the resumption of trading, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) opened high and went low. In the morning, it opened nearly 7% higher, once reaching a new high in nearly a month, and finally closed at 7.82 yuan / share, down 1.39%.
On the same day, Gree Electric Appliances Inc.Of Zhuhai(000651) closed at 32.72 yuan / share, down 0.85%.
Just the day before, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) announced that the controlling shareholder Gree Electric Appliances Inc.Of Zhuhai(000651) terminated the acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) shares held by Dunan holding, the former controlling shareholder.
This also means that Gree Electric Appliances Inc.Of Zhuhai(000651) seeks to further strengthen its control over Zhejiang Dun’An Artificial Environment Co.Ltd(002011) temporarily stranded.
A week ago, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) announced that Gree Electric Appliances Inc.Of Zhuhai(000651) was planning to transfer 9.71% of the shares held by Dunan holdings. However, at the end of April, Dunan holdings signed an agreement to transfer this part of equity to Zijin investment, a wholly-owned subsidiary of Zijin Mining Group Company Limited(601899) company.
In addition, the announcement also disclosed a detail that the share transfer between Dunan holdings and Zijin investment did not obtain the prior consent of Gree Electric Appliances Inc.Of Zhuhai(000651) as the controlling shareholder of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) in advance.
two A-share giants duel
In November 2021, Gree Electric Appliances Inc.Of Zhuhai(000651) disclosed the investment announcement to the public, and planned to hold Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 38.78% equity with a total price of 3 billion yuan through share transfer and non-public offering.
Among them, it is proposed to transfer Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 29.48% of the shares held by Dunan Seiko, and the transfer price is about 2.19 billion yuan; It is proposed to subscribe for 139 million shares of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) to be non-public issued to specific objects in cash, with a subscription price of about 810 million yuan.
Zhejiang Dun’An Artificial Environment Co.Ltd(002011) has technology accumulation and manufacturing capacity in the business of air conditioning and refrigeration components, and has been cooperating with Gree Electric Appliances Inc.Of Zhuhai(000651) in the procurement of refrigeration components. At that time, Gree Electric Appliances Inc.Of Zhuhai(000651) said in the announcement that this transaction is an important measure to ensure the independent control of core components, improve the layout of industrial chain and further consolidate the competitive advantage of business. In addition, improve the industrial layout of the company’s core components of new energy vehicles.
On April 27 this year, the transfer procedures of 29.48% equity held by Dunan Seiko were completed, and Gree Electric Appliances Inc.Of Zhuhai(000651) officially joined Zhejiang Dun’An Artificial Environment Co.Ltd(002011) . But just one day later, something that made Gree Electric Appliances Inc.Of Zhuhai(000651) unexpected happened.
On April 28, Dunan holdings, China Zheshang Bank Co.Ltd(601916) Hangzhou branch and Zijin investment signed Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 971% share transfer agreement. Zijin investment is a company controlled by Zijin Mining Group Company Limited(601899) 100%. The latter is a leading enterprise in the gold and copper industry. Like Gree Electric Appliances Inc.Of Zhuhai(000651) it is also A-share giant, with a market value of more than 250 billion yuan.
In fact, Zijin Mining Group Company Limited(601899) really likes “someone else”. On April 29, Zijin Mining Group Company Limited(601899) issued the announcement on the acquisition of four asset packages including Tibet lagocuo Salt Lake Lithium mine under Dunan group. It can be seen that the core asset of Zijin Mining Group Company Limited(601899) this acquisition is that Jinshi mining under Dunan holding holds 70% equity of Tibet arilago resources company, and the acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 971% shares is the least expensive of these four asset packages.
Not only Zijin Mining Group Company Limited(601899) “meaning is not wine”, but Gree Electric Appliances Inc.Of Zhuhai(000651) also seems less supportive of the acquisition. On May 11, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) announced that the controlling shareholder Gree Electric Appliances Inc.Of Zhuhai(000651) was planning to transfer 9.71% of the shares held by Dunan holdings; Since Gree Electric Appliances Inc.Of Zhuhai(000651) has held 29.48% of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) shares, if Gree Electric Appliances Inc.Of Zhuhai(000651) transfers Zhejiang Dun’An Artificial Environment Co.Ltd(002011) shares by agreement, it will trigger the obligation of comprehensive tender offer.
Gree plan temporarily failed
On May 12, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) trading was suspended. It is estimated that the suspension will not exceed 2 trading days. Subsequently, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) received the notice from the controlling shareholder Gree Electric Appliances Inc.Of Zhuhai(000651) on May 13. Due to the large number of communication matters and communication subjects of the agreement transfer, the trading parties are actively promoting relevant procedures and implementing relevant transaction details, and the trading will continue to be suspended from May 16.
As a result of the two suspension, Gree Electric Appliances Inc.Of Zhuhai(000651) terminated the acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 971% shares, but there are still many details about the competition between the two A-share giants for these shares.
According to the notice of Gree Electric Appliances Inc.Of Zhuhai(000651) on the disposal of 9.71% shares of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) , Dunan Holdings has made a commitment to Gree Electric Appliances Inc.Of Zhuhai(000651) and shall not transfer the shares of Dunan holdings to a third party without informing Gree Electric Appliances Inc.Of Zhuhai(000651) and obtaining the written consent of Gree Electric Appliances Inc.Of Zhuhai(000651) , except for centralized bidding, reduction of shares in block trading with uncertain trading objects or disposal through judicial channels.
On April 28, Dunan holdings signed a package of asset transfer agreements with Hangzhou branch of Zhejiang Commercial Bank and Zijin investment, and made a special agreement on major matters: “Dunan holdings promises to maintain good communication with Gree Electric Appliances Inc.Of Zhuhai(000651) and coordinate Gree Electric Appliances Inc.Of Zhuhai(000651) to agree to this share transfer.”
However, Gree Electric Appliances Inc.Of Zhuhai(000651) was aware of the matter after the transaction was made public Gree Electric Appliances Inc.Of Zhuhai(000651) said that after knowing the situation through public channels on April 29, it communicated with Dunan holdings and Hangzhou branch of Zhejiang Commercial Bank at the first time, and timely sent a letter to inform Dunan holdings and Hangzhou branch of Zhejiang Commercial Bank that they did not agree to the previous agreement transfer and asked to terminate the share transfer agreement, and clearly proposed to transfer 9.71% of the shares of the company after further communication.
Gree Electric Appliances Inc.Of Zhuhai(000651) also stressed: “before the signing of the share transfer agreement, Shield Security holdings did not inform Gree Electric Appliances Inc.Of Zhuhai(000651) and obtained Gree Electric Appliances Inc.Of Zhuhai(000651) written consent, which in fact constituted a violation of the above commitments made by Shield Security holdings to Gree Electric Appliances Inc.Of Zhuhai(000651) and the share transfer agreement.”
According to the disclosure of the announcement, Gree Electric Appliances Inc.Of Zhuhai(000651) actively promoted the transfer of the agreement and the work related to the tender offer. Dunan holdings and Hangzhou branch of Zhejiang Commercial Bank also promised to coordinate Zijin investment and agreed to terminate the previous transfer of the agreement. However, from the results, Zijin investment did not choose to make concessions, and the plan of Gree Electric Appliances Inc.Of Zhuhai(000651) consolidating its control over Zhejiang Dun’An Artificial Environment Co.Ltd(002011) was temporarily stranded.
Zhejiang Dun’An Artificial Environment Co.Ltd(002011) airborne new secretary
Zhejiang Dun’An Artificial Environment Co.Ltd(002011) why can Gree Electric Appliances Inc.Of Zhuhai(000651) and Zijin Mining Group Company Limited(601899) compete with each other?
According to the public information, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) belongs to the upstream supplier of air conditioning industry. Among its products, electronic expansion valve, four-way valve, stop valve, solenoid valve, small pressure vessel, heat exchanger, integrated pipeline components and other products are widely used in household air conditioning, commercial air conditioning and other fields. In addition, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) in recent years, it has continued to expand vigorously in the field of new energy vehicle thermal management business, mainly used in the field of new energy vehicles.
As Gree Electric Appliances Inc.Of Zhuhai(000651) is not only the leader in the air conditioning industry, but also carries out diversified development in the field of new energy vehicles by holding Yinlong new energy (renamed Gree titanium new energy), winning Zhejiang Dun’An Artificial Environment Co.Ltd(002011) is “killing two birds with one stone” for Gree Electric Appliances Inc.Of Zhuhai(000651) .
However, how much effect can Zhejiang Dun’An Artificial Environment Co.Ltd(002011) play on Gree Electric Appliances Inc.Of Zhuhai(000651) ? As for Gree Electric Appliances Inc.Of Zhuhai(000651) acquiring Zhejiang Dun’An Artificial Environment Co.Ltd(002011) to access new energy vehicle thermal management, the leading enterprise in this field Zhejiang Sanhua Intelligent Controls Co.Ltd(002050) commented publicly on the easy interaction platform of Shenzhen Stock Exchange: “Gree and Dunan are too late.” And said that Gree’s acquisition of Dunan will do great harm to Dunan and will greatly limit its development scope.
From the financial situation, in the first quarter of 2022, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) achieved a revenue of 2.011 billion yuan, a year-on-year decrease of 6.4%; The net profit attributable to the parent company was 83.409 million yuan, a year-on-year decrease of 14.67% Zhejiang Dun’An Artificial Environment Co.Ltd(002011) mentioned in the financial report that the corresponding income of individual customers of household refrigeration accessories decreased year-on-year.
According to Liu buchen, an analyst in the home appliance industry, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) is not an excellent enterprise in terms of its past performance. The acquisition of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) did not raise Gree Electric Appliances Inc.Of Zhuhai(000651) share price, but sometimes some investment behaviors of enterprises can not be analyzed completely according to rational logic. Whether there are other factors behind it is unknown to the outside world.
From the action of Gree Electric Appliances Inc.Of Zhuhai(000651) , it is not ruled out that the control over Zhejiang Dun’An Artificial Environment Co.Ltd(002011) will continue to be strengthened in the future. On the one hand, according to the previous announcement, Gree Electric Appliances Inc.Of Zhuhai(000651) plans to subscribe in cash for 139 million shares of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) to be privately issued to specific objects at a subscription price of about 810 million yuan. At present, although the subscription plan has not been implemented, there is no sign that Gree Electric Appliances Inc.Of Zhuhai(000651) wants to cancel the plan; On the other hand, Gree Electric Appliances Inc.Of Zhuhai(000651) has arranged “his own person” into the Zhejiang Dun’An Artificial Environment Co.Ltd(002011) board of directors. On May 15, Gree Electric Appliances Inc.Of Zhuhai(000651) announced that Zhang Zhouhu, the former representative of the company’s securities affairs, resigned. Meanwhile, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) announced that the board of directors agreed to appoint Zhang Zhouhu as vice president and Secretary of the board of directors. In addition, Zhejiang Dun’An Artificial Environment Co.Ltd(002011) said in the announcement: “there is still great uncertainty in the follow-up arrangement of Zhejiang Dun’An Artificial Environment Co.Ltd(002011) 971% shares held by Dunan holdings. Please pay attention to the investment risk.”
