Why Will Vigna S Fashion Company Continue To Suspend Business For One Month?

The fashion Limited by Share Ltd disclosed the "prompt notice of emergency suspension" (announcement number: 2016-036) before opening in August 30, 2016. The company's stock has been suspended since August 30, 2016 and has been suspended since August 31, 2016.

In September 2, 2016, the company disclosed the announcement on the suspension of major asset reorganization, and the company's stock has been suspended for one month since August 30, 2016.

The board of directors and all directors of the company guarantee that there is no false record, misleading statement or major omission in the contents of this announcement, and shall bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.

The company is actively promoting due diligence in auditing, assessment and law. Due to the fact that the work of the relevant intermediary agencies has not yet been completed, documents such as a major asset reorganization plan have not yet been disclosed, and the acquisition still needs to be examined by relevant departments, so as to ensure the smooth progress of relevant work, ensure that the information disclosed is true, accurate and complete, prevent abnormal fluctuations in the company's stock price, and protect the legitimate rights and interests of investors. The company's stock has been suspended for one month since September 30, 2016.

I. Introduction of major asset reorganization

The company intends to acquire E-Land Fashion Hong Kong Limited in cash.

Limited Hong Kong Company, the brand of Teenie Weenie and its related assets and business, hereinafter referred to as "seller".

According to the financial data provided by the seller (excluding non recurring gains and losses and partially apportioned expenses), the estimated value of the paction is about 5 billion 700 million yuan. In view of the fact that the current audit report and evaluation report have not yet been issued, the specific pfer price remains to be determined, and the paction constitutes a major asset reorganization.

The company intends to acquire Teenie Weenie through this purchase.

To enrich and improve the company's brand and product line, this will help to bring the synergy between the brands of the company into play, enhance the strength of the company, and expand the development space of the company.

According to the company's research, Teenie Weenie brand takes the lead in the high-end high-end casual wear market brand. It has the iconic Cute Cartoon Bear image, which is loved by Chinese consumers. The sales department ranks first in the channel sales department, and has a complete brand portfolio including women's wear, men's wear, children's wear, accessories, sports leisure, home and coffee shop, which can attract the most extensive customer groups.

Under the background of brand segmentation industry, the complete product portfolio of Teenie Weenie ensures a diversified brand image and a wide range of customer groups.

In addition, Teenie Weenie has a strong brand innovation capability. Since 2012, men's wear, children's wear, accessories and other product lines have been launched.

Teenie Weenie has a total of more than 1400 stores. Its stores mainly include direct stores located in famous department stores and a few franchise stores located in one to three cities.

Benefiting from high-end brand positioning and efficient operation and management, Teenie Weenie has a leading profit margin level, and its income scale and net profit level are very impressive. Its abundant cash flow and considerable profits will have a beneficial impact on the company.

Two, the progress of this major asset reorganization.

At the fourth meeting of the third board of directors, the company passed the relevant motion on the acquisition, and the company signed the agreement on the pfer of assets and business of Teenie Weenie brand with the seller.

The company has organized audit institutions, appraisal agencies, legal advisers and independent financial advisors to carry out audit, evaluation, legal and financial consultancy work in accordance with the management measures of major assets reorganization of listed companies and other relevant provisions.

The company has convened various intermediaries to convene the Project Coordination Committee on the acquisition, and clarified the working tasks and working time nodes of the agencies.

The company has confirmed that the company's financial advisor is CITIC Securities Investment Limited by Share Ltd, the legal adviser is Beijing Guofeng law firm, and the relevant audit and evaluation agencies have also confirmed.

The two sides have confirmed the audit principles (excluding accounting standards and auditing standards) through negotiation and negotiation.

According to the agreement on the pfer of assets and business of the Teenie Weenie brand, the company has paid some 50 million yuan of the first payment to the co management account established by the seller and the buyer after the final audit principle was established.

Three, the reasons for the application for postponed resumption.

The company has organized relevant agencies to enter the field to carry out audit, evaluation, legal and financial advisors and so on.

Due to the fact that the work of the relevant intermediaries has not yet been completed, documents such as a major asset reorganization plan have not yet been disclosed, and the acquisition still needs to be examined by relevant departments, so as to ensure the smooth progress of relevant work, ensure that the information disclosed is true, accurate and complete, prevent abnormal fluctuations in the company's stock price, and protect the legitimate rights and interests of investors.

The company will make every effort to speed up the progress to complete the work. It will be announced in a timely manner after the relevant departments are examined and approved by the board of directors to consider a major asset reorganization plan and apply for a resumption.

Four, continue the suspension time

The company's stock has been suspended for one month since September 30, 2016. If the company fails to complete the disclosure of a major asset reorganization plan within one month, the company will apply for an extension of the time of suspension and announce it in time.

According to the existing circumstances, the suspension period will not exceed 3 months from August 30, 2016.

According to the provisions of the Shanghai stock exchange's guidelines for major companies to suspend business resumption, the suspension time required for the Shanghai stock exchange to examine and inquire after a major asset reorganization plan disclosed directly by a listed company is not included in the time when the company's major asset restructuring is suspended.

The company will make every effort to speed up the progress to complete the work. It will be announced in a timely manner after the relevant departments are examined and approved by the board of directors to consider a major asset reorganization plan and apply for a resumption.

During the suspension period, the company will fulfill the obligation of information disclosure in a timely manner according to the progress of major asset reorganization, and release the progress of related matters every five trading days.