Disguised "Mobile Phone Dream"? In The Articles Of Association Of Gree, It Is Proposed To Delete Telecom Business And Add New Energy Related Business. The Relationship With Yinlong Is Fascinating Again

The dust of equity transfer has settled, the third quarter profit has slowed down, and the telecom business has been deleted Recently, Gree Electric (000651. SZ) made a lot of eye-catching moves.

On the evening of October 30, when Gree Electric announced its third quarterly report, it also disclosed an amendment to the articles of association, which caused a lot of discussion. The 21st century economic report noted that in the articles of association to be revised by Gree Electric, the business scope added the content of "R & D, manufacturing, sales of new energy power generation products, energy storage system and charging pile", and deleted the content of "operating telecommunication business and value-added telecommunication business".

During the two sessions of March this year, Dong Mingzhu insisted in the media interview that the mobile phone business is not a failure, and GREE will continue to do it. Mobile phones are the important entry of GREE smart home. Unexpectedly, in just seven months, the wind changed.

Outside speculation, is this related to the accession of new shareholders to high leverage capital? As of press release, GREE appliances did not give further explanation on the adjustment of the company's articles of association. But in the view of Liu Buchen, a home appliance industry observer, if GREE electric really quit the mobile phone business, "absolutely is a rational and wise choice".

"After entering the era of high allocations, GREE appliances will make a partial strategic adjustment, and GREE will not withdraw from certain products." Liu Buchen is the judge.

In March, without any initial publicity, GREE put the GREE three generation in the official mall. - Gan Jun photo

Embrace new energy

Since 2015, when Dong Mingzhu announced GREE's cell phone in high profile, it has been in the market for more than four years, and GREE mobile phone has been on the market for a long time.

In March, without any initial publicity, GREE put up GREE's three generation mobile phone in the official mall with a price tag of 3600 yuan. According to relevant media reports, GREE's three generation mobile phone equipped with the processor is three years ago released Qualcomm Xiaolong 821, the same time the new business has launched Xiaolong 855, the price is less than three thousand yuan, the new month GREE official website showed only 16 mobile phone sales.

In the past four years, whether the objections of shareholders, public opinion, or dismal sales figures have done no harm to Dong Mingzhu's determination to make mobile phones. So far, GREE Electric has never released the specific sales data of GREE mobile phones, even the production line is also mysterious.

But Dong Mingzhu always believed in the value of GREE phones. It is understood that in addition to the mobile phone business, Gree also has a communication research institute, which mainly studies the communication technology related to household appliances. It is not known whether the "telecommunication business" to be deleted this time includes the Research Institute.

It is worth noting that although GREE electric intends to remove telecommunications business, the company's articles of association will add "R & D, manufacturing, sales of new energy generation products, energy storage systems and charging piles" in its business scope. The analysis indicates that GREE Electric is interested in developing new energy products, and is likely to continue to cooperate with Yin long and even start buying again. After all, in 2016, when it announced the abandonment of the acquisition of GREE, only a promise was made, "no major asset restructuring is planned in a month".

Over the past two years, GREE electric and Zhuhai Silver Dragon's related transactions have become increasingly close. The related transactions between GREE electric and Zhuhai Silver Dragon last year amounted to 2 billion 927 million yuan. Among them, 272 million yuan is GREE electric to purchase new energy vehicles and energy storage equipment to Zhuhai silver dragon; the remaining 2 billion 655 million yuan is GREE products and products sold to silver dragon, mainly for intelligent equipment and bus air conditioning. GREE electric expects that the total amount of daily related transactions that the company and its subsidiaries will be selling and purchasing products with Yin long in 2019 will not exceed 2 billion 700 million yuan.

At the annual shareholders' meeting held in June this year, investors asked whether GREE electric plans to restart its purchase plan for the bank. At that time, GREE executives responded by saying, "not for the time being". The current relationship between them is only related transactions and Industrial Synergy in air-conditioned vehicle energy storage.

But only two months later, GREE electric invested 15 million 300 thousand yuan, and jointly established a joint venture with Zhuhai silver dragon, Zhuhai Hengqin GREE GREE Energy Developments Ltd.

According to Qi Xinbao information, GREE Hua titanium was established in August 28th, with a registered capital of 30 million. Its main business scope is new energy, energy saving, power, medium and high voltage switchgear, energy storage power station, inverter power supply technology development, technology transfer, technology consultation and so on. It is better to "listen to the words" than "watch the line". Can GREE electric and Zhuhai silver dragon "renew their frontiers"?

Greeting new shareholders

On the evening of October 28th, GREE electric announced to the two sides of the intention to participate in this open collection for a comprehensive review. The Zhuhai Ming Jun investment partnership (limited partnership) is the final transferee. This means that Gao Ling capital finally won the "Magnolia capital" and captured the GREE group's "heart".

Statistics show that in May 2017, Zhuhai Ming Jun investment, executive partner of Zhuhai Xian Ying equity investment partnership (limited partnership), behind the actual trader is Zhang Lei created and LED high hill capital.

At present, Zhuhai Ming Jun has made a cooperation invitation to GREE electrical management including Dong Mingzhu and other forms through the written consent of the transferee's letter of intent. If Dong Mingzhu finally accepts it, it will cooperate with the invitation scheme submitted by the transferee's letter of intent and disclose the concrete cooperation plan of both sides.

It is worth noting that, just a month before the announcement of the final recipients, Dong Mingzhu carried 17 low-level GREE executives in September 26th to set up a company called "Zhuhai investment management partnership (limited partnership"). In the company's list of shareholders, Dong Mingzhu holding up to 95.2%, Wang Kai, Huang Hui, Zhuang Pei, Tan Jianming, Wang Jing Dong, Zhao Zhiwei, Hu Yusheng, Hu Yusheng, ",", ",", ",", "Chen", "Chen", "17", "0.08%" to 0.97%.

What is the convergence between Zhuhai Ming Jun and GREE's management investment, which has become a major focus of attention.

The reporter found from the revised articles of association that on the condition of the establishment of acquiring company shares, the original third points of article 3.2.3 "award shares to our company employees" are intended to be changed into "using shares for employee stock ownership plan or equity incentive". In addition, the contents of "convertible bonds can be converted into stock companies issued by listed companies" are added. This is to prepare for future executive incentives.

In addition, article 5.1.2 to be amended relates to the election and replacement of directors. Previously, the term of office of the directors was three years. A director may be reelected and reappointed upon expiration of his term of office. Before the expiration of a director's term of office, the general meeting of shareholders shall not dismiss him without cause. It is changed to: "the directors shall be elected or replaced by the general meeting of shareholders, and may be removed from their posts by the general meeting of shareholders before the expiration of their term of office. The term of office of the directors shall be three years, and they may be re elected and reappointed upon expiration. "

At the same time, the revised articles of association also specifically stressed the lifting of the director's duties, that is, "before the expiration of the term of office, the shareholders' meeting relieves them of their duties". In addition, the provisions of article 6.3 of the proposed articles of association have added the terms of controlling shareholders as supervisors. That is to say, after the completion of the amending of the articles of association, if the high leverage capital takes over 15% of the GREE group's shares, it will have the right to dispatch personnel to the company's supervisors.

If so, GREE Electric will be fully equipped to meet the new shareholders' arrival. According to the latest three quarterly report, GREE electric appliances achieved a profit of 155 billion 39 million yuan in 1-9 months, an increase of 4.26% over the same period last year. The net profit attributable to shareholders of listed companies was 22 billion 117 million yuan, an increase of 4.73% over the same period last year. This is the three quarterly report of GREE Electric's lowest net profit growth rate in the past four years, which has been 12.82%, 37.68% and 36.59% over the past three years.

This year, GREE will not only face challenges from the downturn of home appliances, but also experience changes brought by big shareholders. Judging from the current performance, although GREE has increased the frequency of new products such as ice washing, kitchen and bathroom and small household appliances this year, it has also launched new channels such as Dong Mingzhu's Micro shop, but the pressure is still not small.

Liu Buchen believes that GREE Electric's most advantageous business is air conditioning, including central air conditioning. The most potential is intelligent equipment, followed by small appliances. But other appliances, such as ice washing, kitchen and bathroom, are difficult to establish because of the late entry and layout.

It is unwise to "fully cast into the field of all household appliances". There must be a choice and exit from the exit. As the telecom / mobile phone business that is intended to exit, no matter how Dong Mingzhu does not give up, he should give up decisively if he does not fit in. Liu Buchen said.