Chapter 1323 Gambling Agreement
Shen Hongkui smiled and said: "Obviously, the US$100 million we invested in building the tallest building in the southeast is far from enough. Century Sunshine will definitely owe huge debts. Once the project fails, we will lose everything. I took the What are the shares used for? Convertible bonds are different. If the listing is successful, we will be shareholders. If the listing fails, we are also creditors like everyone else."
"Damn it, if there's a good thing, just take advantage of it, if there's a risk, just stay away." Wei Shijie understood and cursed in his heart. He took a sip of tea and continued to ask calmly: "Shen Boss, if you have any other conditions, please tell us together."
Shen Hongkui said: "We invested 100 million U.S. dollars, and you pledged the Yangjialing and Aotouwan land parcels and the buildings on the ground. Within three years, if the company goes public, the venture capital will account for 20% of Sunshine's shares. If it goes public, If it fails, Century Sunshine will make corresponding compensation and repay principal and interest totaling US$125 million.”
Yan Yujie said: "Mr. Shen, do you mean to sign a gambling agreement?"
"That's right!" Shen Hongkui said.
Gambling agreement?
A new professional term came up again, making Wei Shijie confused again. However, he, who is full of gambling, heard the word "gambling" in it, and the adrenaline hormones in his body rose sharply.
A gambling agreement is an agreement between the acquirer (or investor) and the transferor (or financier) regarding uncertain future situations when they reach a merger or acquisition (or financing) agreement. If the agreed conditions appear, the investor can exercise A right; if the agreed conditions do not appear, the investor will exercise another right.
This kind of agreement is actually a "valuation adjustment mechanism", because this operation mode is that both parties use a certain amount of chips to gamble on an unknown outcome, and the winning party takes the other party's chips, which is very consistent with China's gambling culture. When it was introduced, it was translated into a gambling agreement and has been used ever since.
At the end of the last century, Morgan Stanley and other institutions invested in Mengniu, which was a typical successful case of early application of gambling agreements among domestic enterprises.
In order to realize the expected value-added goal, investors such as Morgan Stanley and Mengniu management signed a gambling agreement based on performance growth.
The two parties agreed that from 2003 to 2006, if the compound growth rate of Mengniu's performance was less than 50%, Mengniu's management, headed by Niu Gensheng, would compensate the foreign party for 78 million Mengniu shares or pay the equivalent in cash; otherwise, the foreign party would The corresponding shares will be awarded to the Mengniu management team headed by Niu Gensheng.
In June 2004, Mengniu's performance growth reached its expected target.
The option value of the "convertible documents" of institutions such as Morgan Stanley was realized. At the time of the exchange, the stock price of Mengniu Dairy reached more than HK$6, and the share awards given to the management of Mengniu Dairy were also realized.
Morgan Stanley and other institutional investors invested in Mengniu Dairy's performance bet, making all parties winners.
Yan Yujie promptly explained: "Mr. Shen, what you are saying is that the venture capital invested US$100 million in chips, and Century Sunshine offered two pieces of land and the attachments on them as chips to bet that Sunshine's shares would be listed within three years. .If the bet wins, you cash out 20% of your shares and recover US$100 million in investment and income. If the bet loses, we will pay you US$125 million."
"That's roughly what it means!" Shen Hongkui smiled and nodded: "If Century Sunshine cannot get cash compensation by then, we have the right to take back the pledged land and the attachments on it."
"Damn it, I made a mistake!" Wei Shijie was shocked again. He thought that Shen Hongkui was unfamiliar with the country's conditions, but he never thought that he was straight forward and could cut with a knife more steadily and ruthlessly than domestic businessmen.
According to the conditions set by Shen Hongkui, it means that the listing is successful and they will enjoy the rights and interests of shareholders. If it fails, not only will they not bear the risk, but they can also come to collect debts as creditors.
What's even more cruel is that the US$100 million invested by Shen Hongkui can only be used for the development and construction of the eco-city. In other words, the money is still invested in attachments to the ground. In three years, even half of the skyscrapers will be built. , are worth more than 100 million U.S. dollars. If the listing fails, Century Sunshine cannot afford to lose cash. They can eventually recover their losses by recovering the pledged property, and even gain considerable profits.
For Century Sunshine, if it successfully goes public, it can certainly gain huge profits, but if it fails, everything will be lost, including the capital lost.
Wei Shijie ignored Lu Xixi's presence, lit a cigarette, took a few puffs, and asked: "Mr. Shen, is this still called cooperation? All risks are borne by us. You don't have any responsibility. If If the listing is successful, the benefits should be shared together."
"Mr. Wei, don't get excited." Lu Xixi said with a smile: "From his perspective, it is normal for Mr. Shen to maximize his rights and avoid risks."
Wei Shijie put out the cigarette with all his strength.
Yan Yujie knew that it was time for him to speak again, so he hurriedly said: "Mr. Shen, I personally think that the investment from venture capital capital as convertible bonds is acceptable, but the income compensation of US$125 million is too high. We do Qingbei The eco-city project is a brand new field and it will take time to generate revenue, so we hope both parties will weigh it carefully."
"Yes, that's what I mean." Wei Shijie quickly expressed his stance.
Shen Hongkui glanced at Chu Tianshu, then turned to Wei Shijie and said: "Mr. Wei, we are discussing business. With the solemn recommendation of Mr. Li and Xixi, and Mr. Chu's coordination, there is trust between us. Basically, the probability of success is very high, but businessmen pursue maximization of interests, and under the premise that both parties may benefit, either party has the right to pursue interests, right?"
"That's it, that's it!" Wei Shijie was still worried about losing this investment. After all, 100 million US dollars was an astronomical figure to him. He didn't care about calculating the costs and risks. His instinctive drive was to get this money. , let’s talk about building skyscrapers.
However, when Wei Shijie saw that Chu Tianshu didn't express anything, he knew that the heat was not yet there, so he said, "Mr. Shen's plan has exceeded our expectations. We must seriously consider it."
Shen Hongkui heard the implication and took the initiative to raise a glass and said: "Okay, don't worry, thank you Mr. Wei for being open and honest. As the saying goes, all good things take a long time, we all go back to discuss and maintain communication. I also want to thank Mr. Li, Xixi and Mr. Chu for their contribution to the venture capital Capital introduced a very good project.”
Wei Shijie thought for a moment, stood up, shook hands with Shen Hongkui gracefully, and said: "To show our sincerity in cooperation, I will arrange a discussion when I get back and give a reply to Mr. Shen within a week."
"Okay!" Shen Hongkui said: "Mr. Wei has shown his sincerity in cooperation, and we will definitely let you feel the sincerity of venture capital."
Chapter completed!