How to treat 360 reorganization and listing?

165438+1On the evening of October 2, 360 Company, the largest Internet security company in China, suddenly announced its listing and restructuring plan, which aroused widespread concern inside and outside the industry.

As of March 3, 20 17, the control agreements of 360 subsidiaries have all been terminated and the equity transfer has been completed. 360 is mainly engaged in the research and development of Internet security technology, the design, research and development and promotion of Internet security products, and commercial services such as Internet advertising and services, Internet value-added services and intelligent hardware services based on Internet security products. During the reorganization, all assets and businesses related to 360' s main business will be reorganized into its system. In order to focus on 360' s main business, Qihoo 360' s business unrelated to 360' s main business remains outside the Tianjin Si Qi system. After the reorganization, the assets and businesses outside Tianjin Si Qi system include: Qi Xin Kong Fu and its subsidiaries, whose main business is financial business; Qixin Kongjian and its subsidiaries are mainly engaged in medical and health business.

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Huatai Securities' report pointed out that, according to this, it is unlikely that the judicial authorities will support Red 5' s claim and require Qi Fei International, Qihoo 360 and 360 to bear joint and several liability for the guarantee share of $65.438+RMB 50 million paid by System Link to Red 5.

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360 The reorganization and listing plan is a standard reorganization and listing plan, that is, all assets of the listed company Jiangnan Jiajie are priced at 65.438+87.2 million yuan, which are put out through asset replacement and cash transfer; 65,438+000% equity of 360 Company is used as this asset, and the price is 50,465,438+06,000 yuan. After the replacement part of the assets to be placed is offset by equivalent replacement, the difference between the replacement assets and the placed assets will be purchased by the listed company from all shareholders of 360 Company by issuing shares.

After completing the asset reorganization, Tianjin Qixin Zhicheng Technology Co., Ltd. became the largest shareholder, accounting for 48.74% of the shares; Zhou, chairman of 360 Company, holds 12. 14%. According to the shareholder structure information disclosed during the privatization of 360 Company, Zhou is the actual controller of Tianjin Qixin Zhicheng and another shareholder company, Tianjin Zhongxin (2.82% shares), so he controls 63.7% of the shares in total and is the actual controller of the listed company.