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On the evening of the 3rd, *ST Tianlong announced that on February 28, 2014, the company received the resignation report of Ms. Zhang Lirong, the general manager, and Mr. Wang Tiesheng, the deputy general manager of the company.
According to the company, Zhang Lirong applied for resignation as general manager of the company for personal reasons. The company's board of directors accepted Zhang Lirong's request and decided that the company's chairman, Huang Guozhong, will temporarily act as the general manager of the company, and will also select new general managers in accordance with the prescribed procedures as soon as possible.
Wang Tiesheng applied for resignation as deputy general manager of the company due to his age.
In addition, *ST Tianlong also received a resignation report from some of the company's directors on the same day. For personal reasons, Zhao Jun applied to resign as a director of the company and a member of the remuneration and appraisal committee of the board of directors; Dai Rong applied for resignation as a director of the company and a member of the audit committee of the board of directors for personal reasons.
According to the information, *ST Tianlong announced the suspension of the planned restructuring in October 2013. Since then, the restructuring has not been able to make a trip, and the company's stock has undergone several delays in resumption of trading. According to the detailed content disclosed by *ST Tianlong, the company originally planned to acquire the entire share capital of Yunnan Yang Liping Culture Communication Co., Ltd. (hereinafter referred to as Yunnan Culture) by issuing shares to purchase assets, and purchase Guilin Guangwei Wenhua Tourism by purchasing assets in cash and issuing shares. The entire equity of Cultural Industry Co., Ltd. (hereinafter referred to as Guangwei Wenhua), and supporting funds raised.
However, one lawsuit aggravated the restructuring intention of the company's major shareholder Huang Guozhong and Yunnan cultural shareholders and Guangwei Wenhua shareholders, and shook the confidence of the restructuring party to the company, which eventually led to the failure of the restructuring.
This raid due to historical reasons has brought greater uncertainty to the ability of *ST Tianlong's net assets at the end of 2013, and has cast a shadow over the shell, which in turn affects the parties involved in the major asset restructuring process. The confidence eventually led to the termination of *ST Tianlong's major asset restructuring.
With the sigh of *ST Tianlong on the evening of February 25th, the reorganization was eventually lost. Instead, *ST Tianlong’s major shareholder Huang Guozhong borrowed 516 million yuan in cash to make the reorganization of *ST Tianlong’s reorganization. .
At the same time as the announcement of the termination of the reorganization, *ST Tianlong also announced the private placement plan.
According to the plan, *ST Tianlong intends to issue shares to Guangxi Jude Auction Co., Ltd. (hereinafter referred to as Guangxi Jude). Guangxi Jude subscribed for all non-publicly issued shares with 516 million yuan in cash. According to public information, Huang Guozhong is the controlling shareholder of Guangxi Jude.
With the increase of capital and shares in Guangxi Jude on February 23, the shareholding ratio of Huang Guozhong holding Guangxi Jude will reach 98.80% in the future. At the same time, Huang Guozhong holds 9.88% of the shares of *ST Tianlong.
If the non-public offering can be successfully completed, Huang Guozhong and Guangxi Jude will hold a total of 120 million shares of *ST Tianlong, accounting for 39.68% of its total share capital, becoming the actual controller of *ST Tianlong.
If Huang Guozhong successfully enters the *ST Tianlong, the company will end the long-term no actual controller situation. However, some media pointed out that Guangxi Jude's strength is weak, and the registered capital is only 3 million yuan. Although Huang Guozhong invested heavily, but an auction company with a registered capital of 3 million yuan can expand the business relationship for *ST Tianlong. There is still no solution at the moment.
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Debt disputes caused restructuring failure *ST Tianlong executives resigned
* ST Tianlong reorganization because "Yang Liping listed on the back of the shell" in the capital market was once widely concerned, after the failure of restructuring due to debt disputes, followed by the company's senior management turmoil.