In just three days, Gome replaced Suning to win Dazhong.
12 12 In the evening, Suning announced its withdrawal from Dazhong M&A; 65438+February 65438+March Gome announced its participation in the acquisition of Dazhong; 12 10:58 14 in the evening, Gome announced the acquisition of Dazhong with the help of the third-party curve, and allocated 3.6 billion yuan that day.
The newspaper's February 13 article "Fighting for the Big and the Big, Winning and Losing" disclosed exclusively that the price offered by Gome was 20% higher than Suning's 3 billion (600 million), and the merger was completed this month.
There is no doubt that Gome finally increased its capital by 600 million yuan, becoming a new owner of Dazhong Electric Appliances with annual sales exceeding 8 billion yuan, enjoying exclusive management rights, exclusive management rights and exclusive purchase rights.
12 16 in the afternoon, Gome held a press conference in Beijing: it announced that it would take full custody of Dazhong and complete the integration of the two parties by 25th at the latest.
The next day, all the stores in Dazhong were closed for one day, and Gome entered the market and began to take stock. Some home appliance manufacturers complained very much: "Suning's people just finished counting two weeks ago, and now they are counting Gome."
12 18, some large and medium-sized stores have reopened, but all POS machines at sales terminals have been replaced with Gome logo.
Southern Weekend reporter learned from authoritative sources that Suning regretted the merger announcement issued by Gome on February 13, and called Zhang Dazhong to discuss the possibility of resuming negotiations. What is done is done. Gome even signed a formal agreement with Dazhong without taking an inventory of assets.
At the press conference, Wang Junzhou, executive vice president of Gome Group, admitted that "the mood at this time is both excited and guilty". He was very excited that the three-way melee finally came to an end. His guilt is that Gome's Beijing market is really not doing well, and it can only use mergers and acquisitions to complete market breakthroughs.
Through Dazhong, Gome officially won more than 70% of the Beijing market share-"this is a strategic success", and Wang Junzhou admitted that Gome finally surpassed Suning in all first-tier cities except Nanjing.
Suning's fall to Jingzhou was purely accidental.
"Even if Suning's bid is 200 million lower than Gome, Dazhong will abandon Gome and choose Suning." 12 17, Sun Weimin, president of Suning, said frankly that the M&A conditions offered by Dazhong were more favorable to Suning.
According to informed sources, in the negotiations over the past year or so, Dazhong has three negotiating partners, namely Gome, Suning and an investment institution. In the substantive negotiations with Suning, Dazhong and Suning even agreed in advance: unless Gome's bid is higher than Suning's 500-800 million yuan, Dazhong will give priority to Gome; The difference between the two bids is 200 million yuan, and both will abandon Gome and take Suning.
This contract to choose Suning has artificially created a "prisoner" gambling game: Gome must bid more than 500 million yuan higher than Suning to be shortlisted, and Suning must bid less than 200 million yuan to win.
In April this year, negotiations between Suning and Dazhong began to deepen, but Gome was indifferent. The contract issued by Dazhong also made Gome quite uncomfortable. Huang Guangyu said publicly: "Gome's attitude towards Dazhong is that it is best to buy. If it is not bought, it is not a big deal."
During the nine-month negotiations between Suning and Dazhong, Suning and Dazhong provoked each other and bargained with each other. Sun Weimin said to the outside world more than once: "The value of M&A in Dazhong is about 2 billion, and the asking price of 3 billion is too high."
On July 3rd, this year, KOOC-0, Dazhong Electric set up its subsidiary "New Dazhong"-divesting the original creditor's rights and debts to the parent company, and putting all the sales stores and operating assets of Dazhong into the new company-to complete the organizational structure construction of merger and reorganization.
But this does not affect the game between the two sides. Just before the "Eleventh", Suning opened a new store in Beijing, and the location of the new store was in direct competition with the original stores in Dazhong-people thought that Suning would give up the merger and acquisition of Dazhong.
However, the sales results of the "Eleventh Golden Week" show that Suning's opponent is not Gome at all, and only Dazhong has occupied more than 50% of Beijing's market share.
Wang Junzhou admitted that the management team of Beijing Dazhong far exceeds the personnel quality of Beijing Gome Suning. In order to support the business development of opening stores nationwide, the quality of people staying in Beijing is indeed much worse than before.
Suning has accelerated the integration of Dazhong. At the end of June this year 1 1, Suning's financial personnel began to enter large and medium-sized stores. In addition to not signing a formal M&A agreement, Suning actually completed the accounting of the profitability of large and medium-sized stores and the accounting of various functional departments.
Unlike Gome's participation in more than a dozen industry mergers and acquisitions, Suning has not acquired a local chain enterprise through capital means. After a deep understanding of large and medium-sized assets, Suning began to be swayed by considerations of gain and loss and wanted to lower the price.
This gave Gome an opportunity, but Suning didn't take it seriously. It is reported that Suning thinks this is a bargaining trick of China. In just a few days of negotiations, Suning was strongly involved in Gome and was mistaken for "muddling the water"-Dazhong was not worth 3 billion at all, so how did the price increase again?
12 12 in the afternoon, Zhang, the chairman of Suning Appliance, appeared at the Marriott Hotel in Hong Kong, and talked with several Chinese and foreign home appliance CEOs who are the annual economic figures of CCTV about the future of "Made in China". At this time, in Beijing, in the face of Gome's offer of 3.6 billion yuan, Suning negotiators announced their withdrawal from Dazhong stores.
In the evening, Gome and Dazhong signed a formal agreement, and Suning negotiators rushed back to Nanjing. Suning also announced its withdrawal from Dazhong M&A. In this more favorable game for Suning, Suning overestimated the asset value of Dazhong but "despised" the brand lethality brought by Dazhong to Gome.
This is a beautiful commercial war. Suning showed his cards, and Gome immediately "raised prices"-Suning either accompanied or quit.
The final result is that Gome hit the target, Suning did not raise prices, and Dazhong successfully sold itself.
Large and medium-sized geometry?
Suning Appliance is really ambitious this year.
In particular, on April 9 this year, Suning Appliance announced the acquisition of Dazhong Electric Appliance, saying that the company had entrusted a third-party financial consultant to communicate with Dazhong Electric Appliance on industry development and cooperation between the two parties. Since then, the rumor that Suning will acquire Dazhong Electric for 3 billion yuan has never stopped.
In the last month, Suning Appliance's share price rose from 56.8 yuan to 70 yuan, with an increase of more than 20%-Dazhong Appliance has really improved Suning's financial indicators.
12 13 when Suning announced its withdrawal from the Dazhong merger, its share price fell to 62.78 yuan, down 8. 16%.
The so-called soldiers are also cunning. After Suning employees entered Dazhong, Gome began to recalculate the strength comparison between the two sides. "As long as it is not higher than 4 billion yuan, the purchase price of large and medium-sized enterprises is not expensive." A person who participated in the Gome M&A project introduced.
Yin Zhongyu, executive director of Shanghai Long Rui Investment, believes that the current price-earnings ratio of Gome is 69 times, that of Suning is 72 times, and that of Dazhong is 22.5 times. The acquisition of Dazhong is very cost-effective for both parties. The reason why Suning abandoned Dazhong is the lack of experience in mergers and acquisitions, and the capital market environment backed by the two sides is different.
Gome spokesman He said: "Gome has the experience of integrating more than a dozen national or regional home appliance retail brands, including Yongle, and knows more about the opportunities and values brought by mergers and acquisitions."
Sun Weimin, president of Suning, said that Suning has only five stores in Beijing that overlap with Dazhong, while Gome has more than 20 stores that overlap with Dazhong-Dazhong is more suitable to form an alliance with Suning. However, he believes: "We are fully exposed to Dazhong and know the true value of Dazhong best." Perhaps, as Suning said, "Look at the cards clearly", if the physical cost of opening new stores in more than 60 stores in Dazhong is only one billion, it is really not worth Suning's price increase.
The outlook is still uncertain.
Time will tell whether Dazhong is worth 3.6 billion. Now the focus of people's attention is whether Zhang, who has worked hard in the Beijing market for 25 years, will bid farewell to the chain operation of home appliances completely.
As a foreign company registered in Bermuda, if Gome wants to acquire Dazhong Electric, a domestic company, it must obtain the approval of the Ministry of Commerce ... Therefore, Gome adopts a third-party acquisition method and realizes Zhang Dazhong cash as soon as possible through transitional arrangements.
According to Gome's announcement, Gome invested 3.6 billion yuan to an independent third party in the form of entrusted loans through banks to acquire the entire equity of Dazhong Electric Appliances. Gome obtained the exclusive right to operate Dazhong Electric Appliances through Tianjin Consulting, and finally realized Gome's exclusive right to purchase Dazhong Electric Appliances.
The third party responsible for the acquisition of Dazhong is Gome's strategic partner Zhansheng Investment. Gome made a consulting loan of 3.65 billion yuan to its subsidiary Tianjin. After deducting the interest of 50 million yuan, Tianjin Information actually lent 3.6 billion yuan to Industrial Bank Beijing Branch, and provided the money to Zhansheng Investment to acquire the entire equity of Dazhong Electric.
It is understood that the loan period of Tianjin Consulting from Industrial Bank was from June 65438+February 2007 14 to June 2008 13, and it was provided to Zhansheng Investment in five times, that is, 65438+February 700 million yuan in June 2007 and 400 million yuan on the 20th.
Insiders told Southern Weekend that the borrowing process described in the announcement was actually the time for Zhang Dazhong to receive 3.6 billion yuan in cash. It is reported that after two years of mergers and acquisitions, Dazhong, which abandoned the main business of home appliances, turned to real estate management.