Huiyuan fruit juice reorganization to extend the unique director of the middle school water affairs against acquisitions

Due to the intended to participate in Beijing Huiyuan Food and Beverage Co., Ltd. (hereinafter referred to as Huiyuan fruit juice), the middle school water (SH600187, the stock price of 2.66 yuan, and a market value of 4.399 billion yuan) became the "citron" of the A -share market.

In fact, the combination of the two parties needs to be tempered. According to the disclosure of the middle school water affairs on the evening of July 20, the partner Shanghai Wensheng Asset Management Co., Ltd. (hereinafter referred to as Wen Sheng Investment) said that the Huiyuan fruit juice reorganization project was not completed on schedule, and it was necessary to postpone two months. In view of this, the listed company agrees to delay its dedication.

"Daily Economic News" reporter found that in the voting of the Board of Directors of the Middle School, independent directors Jin Zhongde voted for objections, saying that the listed company and Huiyuan fruit juice business were completely inconsistent, "the need for the lack of acquisitions, the risk is great."

Data source: Reporter sorted out the visual Chinese map Yang Jing map

The two parties negotiate and sign the supplementary agreement

According to the disclosure of the Middle School Water Affairs, on July 18, the company received the "Extension of the Extension of the Huiyuan Project" issued by Wen Sheng's investment: "According to Article 2 of the" Project Cooperation Agreement signed with Guifang on April 21st The three clauses agreed to complete the project's due diligence (that is, to July 20) ", but due to the epidemic factors, team members travel and on -site interviews are limited, and the progress of the dedication must be extended from 60 to September 19th from September 19th. Delivery work.

Wen Sheng Investment is a company that specializes in non -performing assets. Earlier, the middle school water affairs issued an announcement on May 18 that the company's Tongwen Sheng Investment signed the "Project Cooperation Agreement". Yuan Performance Securities. Since then, the market has revealed that the above -mentioned "a certain company" is Huiyuan juice. On June 24, the Huiyuan Juice Reorganization Plan passed the court's final ruling. The reorganization fund plan was scheduled to be 1.6 billion yuan, and Wen Sheng Investment was the only investor.

Regarding the delay request of Wen Sheng's investment, the middle school water affairs stated that the company could not obtain the main evidence of the project's judgment due to its due diligence, including the cooperation model, valuation negotiation, and investment amount. "Supplementary Agreement".

According to the "Supplementary Agreement", Article 2 of the "Project Cooperation Agreement", paragraph 3, revised: "After the signing of this agreement, the work is postponed to September 19. , Wensheng Investment will return the performance deposit. Wensheng Investment should return the performance deposit to the company within the return period of the company's written notice. Two funds interest. "

"At present, the company and Wensheng invested in the subsequent work arrangement of the project court with the reorganized manager's follow -up work arrangements and reorganization of Huiyuan fruit juice.

Elementary school water affairs emphasized that the relevant agreements signed by the company and Wensheng Investment on the Huiyuan Juice Reorganization Plan and the "Supplementary Agreement" signed by this time are all intentional investment in both parties. Sheng Investment has not yet negotiated the specific cooperation clauses. Whether the company eventually invested depends on many factors such as the cooperation model of the two parties, the valuation of the later target, the project investment amount and the ratio of equity, and there are many risks that cannot be implemented in the end.

Future development will approach agriculture

"Daily Economic News" reporter noticed that the company's independent director Jin Zhongde made objections about the intention of the intended to acquire Huiyuan fruit juice in the middle school water.

Jin Zhongde said that Huiyuan fruit juice is completely inconsistent with the main business of the middle school water affairs and lacks the necessity of acquisition; at the same time, Huiyuan juice has been bankrupt and reorganized, but in the "Project Cooperation Agreement" Financial descriptions are extremely risky.

Resume shows that Jin Zhongde was born in 1954 and graduated from Huadong Political Science and Law, with a career as a lawyer.

There is indeed a large difference between the business of water and Huiyuan fruit juice. Data show that the main business of the middle school water is sewage treatment, tap water supply and environmental protection engineering technology services.

The recent performance of water in the middle school is not good. In 2021, the company's net profit returned to the mother was 90.553 million yuan, a year -on -year decrease of 396.46%; in the first quarter of 2022, the company's net profit loss was 8.5046 million yuan. "The subsidiaries are improving the amount of water due to the impact of the water out of the water. It is the main reason for the company's net profit in 2021.

In recent years, the middle school water affairs have tried to reorganize and acquire the health, waste utilization, and agricultural fields, but the transactions have been repeatedly lost.

In the annual report of 2021, the water of the middle school still clearly stated: "Continue to actively select high -quality investment targets such as dual -carbon environmental protection, modern agriculture, and healthy life, and actively pay attention to global dual -carbon technology, emerging agricultural infrastructure environmental protection, emerging agriculture, science and technology agriculture The latest technological development, market trends, and investment and mergers and acquisitions of excellent technology or high -quality assets of planting or organic fertilizer and other industries. "

Earlier, in an interview with "Daily Economic News" reporters, the water in the middle school also stated that Wensheng Investment has more resources and larger projects. By investing in cooperation with Wen Sheng, the company can choose some high -quality resources to playReserve for future strategic transformation.The reason why Huiyuan fruit juice is chosen is because the company's overall development strategy in the future will approach the agricultural direction.Daily Economic News

- END -