Midea Group will take the overall listing after the share swap

According to the announcement of Midea Electric Appliances, Midea Group's share swap absorption of the United States-owned appliances has been approved by the China Securities Regulatory Commission and relevant issues will enter the implementation stage.

The company also announced that Midea Holdings and 7 natural person shareholders and Midea Group have signed an earnings forecast compensation agreement, and 8 shareholders will make cash compensation for the unrealized profit margin of Midea Group in 2013, which will provide more guarantee for Midea Group's 2013 earnings.

After the approval of the document, the overall listing of Midea Group will enter the implementation stage. The company stated that it will promote the delisting of Midea Electric and the listing of Midea Group in accordance with relevant regulatory procedures.

The U.S. group's issuance of A-shares is only used for stock exchange and it does not raise funds. According to the plan, Midea Group A shares will be issued at 44.56 yuan per share, Midea’s exchange price will be 15.36 yuan per share, and the ratio of convertible shares will be 0.3447:1. That is, one share of the shares in the United States may be replaced by 0.3447 shares of the shares of the United States.

It is understood that the company announced on April 1 this year that the US group absorbed the electrical appliance plan of the United States to obtain relevant approvals, which lasted a total of 4 months. Prior to receiving the approval from the China Securities Regulatory Commission, the merger and acquisition of the United States has been approved by the Ministry of Commerce and approved in principle by the Foreign Economic and Trade Office. According to the announcement, on April 23, the Guangdong Provincial Department of Foreign Trade and Economic Cooperation issued a principled reply, preliminarily agreeing that this share swap absorption merger. On June 8, the Anti-Monopoly Bureau of the Ministry of Commerce issued the Notice of Not Implementing Further Review.

The company said that after the completion of the conversion, Midea Group will achieve overall listing. This is the most crucial step in the industry management, organizational control, corporate governance, and capital value since the US entered professional managers. Little Swan A issued an announcement on the same day. After the merger was completed, the controlling shareholder of the company will be changed from Midea Electric to Midea Group, and the actual controller of the company has not changed.

Signing profit forecast compensation agreement

Midea Holdings and 7 Natural Person Shareholders signed a profit forecast compensation agreement with Midea Group, and 8 shareholders will make cash compensation for the unrealized profit margin of Midea Group in 2013.

The announcement shows that the scope of compensation is not only the predicted profits of the small home appliances, logistics, and motor assets that are not listed in the U.S. group, but also the profitability forecast of listed companies after the expansion of listed major assets. According to the 2013 Pro Forma Profit Forecast Report of Midea Group, the forecasted net profit for 2013 is RMB 6.931 billion.

Midea Group introduced that the company has undergone a comprehensive reorganization in the past two years, involving various aspects such as the ownership structure, corporate governance, and organizational structure. For example, the introduction of ICBC Dinghui strategic investors, the founding of the outgoing professional manager, and the organization’s flat structure. a series of adjustments. The purpose is to exert the internal industry synergy effect of the United States and enhance organizational efficiency, create new competitive advantages, and achieve sustainable development. Fang Hongbo, chairman of Midea Group, said that the United States has gradually stepped out of the transition period, product strength has significantly improved, market share has gradually recovered, product gross margin has steadily increased, and corporate profitability has increased.

Wang Nianchun, chief appliance analyst at Guosen Securities, pointed out that after the listing of the A shares, Midea Group will become the most complete company in the horizontal and vertical industrial chain within the domestic appliance industry.

In the first quarter, Midea’s operating income was 21.9 billion yuan, a year-on-year increase of 23.5%, and the net profit attributable to parent company was 1.078 billion yuan, a year-on-year increase of 23.8%. Through the query of China Currency Network, Midea Group achieved a total operating income of 31.6 billion yuan in the first quarter, up 20% year-on-year; net profit attributable to parent company was 1.02 billion yuan, up 65% year-on-year.