Jinyi Culture 900 million acquisition of jewelry century-old shop

Just four months after listing at the end of January this year, Jinyi Culture (002721, shares it) announced the suspension of planning major issues. After a lapse of three and a half months, the company launched a plan to spend 900 million mergers and acquisitions on schedule, intending to create a nationally renowned jewelry brand through this move.

Jinyi Culture announced today that the company intends to purchase 100% equity of Yuewang Jewelry in the form of a combination of issuing shares and paying cash. The transaction target price is 900 million yuan. Among them, the company will issue a total of 3,566.4 thousand shares to the Yuewang Jewelry shareholder for a transaction consideration of 730 million yuan at a price of 21.13 yuan / share, and pay a total of 170 million yuan in cash to another shareholder. At the same time, the company intends to issue a total of 14,197,400 shares to 5 specific targets at the same issue price, and the matching fundraising will not exceed 300 million yuan.

According to the announcement, as of June 30, 2014, the estimated value of 100% equity of Yuewang Jewelry was 905 million yuan, which was 457 million yuan higher than the net assets of Yuewang Jewelry Company's book of 448 million yuan, and the value-added rate was 101.90%. After negotiation between the two parties, the final transaction price was determined to be 900 million yuan.

Yuewang Jewelry was founded in 1901 in the Jiangnan Jewelry Building “Chen's Silver House”. After 100 years of history, the grandparents and grandchildren have been operating for four generations. Now it has become a collection of diamond jade wholesale, terminal chain sales, high-end club display, design and R&D. Jewelry integrated service provider, which owns two high-end jewelry custom exchanges, such as Beijing Yuewang Club and Hangzhou Yuewang Club, has top jewelry collections such as the largest carat diamond ring in Asia, top jewelry design and international vision and communication channels. According to financial data, Yuewang Jewelry achieved net profit of RMB 49.789 million, RMB 22.9948 million and RMB 18.66 million respectively in 2012, 2013 and January-June 2014. Among them, due to the sharp decline in domestic gold prices, its net profit declined in 2013, but it has shown a trend of recovery in the first half of 2014.

The major shareholders of Yuewang Jewelry promised that if the transaction is completed in 2014, Yuewang Jewelry will not deduct a net profit of not less than 45.01 million yuan in 2014, and the non-net profit of 2014-2015 will not be less than 104 million yuan, 2014 to 2016. The accumulated non-net profit is not less than 184 million yuan.

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