My 1999
Chapter 331 Shark Repelling Clause
As time passed by, it was time for the cocktail party to end.
"Xu Jun, I have invited a few friends to go out and play together. You can come too." Hideo Fukuda invited.
"Forget it. I promised Xinmei that I would watch a movie with her at night."
After saying that, he handed over a stack of business cards in his hand.
"These are all organizations that plan to cooperate with me directly, but I rejected them all. It's up to you to do with these business cards."
Hideo Fukuda was relieved. He had also noticed the endless stream of people around Xu Liang just now, for fear that the other party would not be able to withstand the temptation and change his ways.
After all, compared to the grassroots team of Futian Fortune, the others are all giants in the Japanese financial field, and the two sides are really incomparable.
Looking at Xu Liang's attitude now, it is obvious that it will not change the cooperation between the two parties.
"Thanks."
Hideo Fukuda said solemnly.
Xu Liang smiled faintly, "You are Xinmei's brother, and you will still be my child's uncle in the future. I won't hurt my own people for a little benefit."
Hearing this, Fukuda Xinmei smiled on her face and unconsciously moved her body closer to the man next to her.
"Xinmei is lucky to be able to marry you." Hideo Fukuda said happily.
Xu Liang smiled and said, "It's getting late, so we'll leave first."
"I'll see you off."
"No need, you are the protagonist of today's banquet. Let's entertain those guests. Try to raise more funds."
Even so, Hideo Fukuda stubbornly sent them to the door.
Get in the car.
"Xu Jun, thank you."
"Um."
Xu Liang responded softly, raised his arm, and Futian Xinmei crawled into his arms like a well-behaved kitten.
Listening to the drum-like heartbeat, Futian Xinmei felt a strong sense of security in her heart, and she couldn't help but smile on her pretty face.
Feeling the woman's attachment, Xu Liang raised the corner of his mouth but did not speak.
Back at her residence, Fukuda Xinmei expressed how happy she was with practical actions.
All I can say is, I really enjoyed it.
After staying in Japan for more than half a month, Xu Liang flew to Xiangjiang.
It's already mid-May.
Hongmeng Company’s Xiangjiang subsidiary has been dissolved.
Although Hongmeng's headquarters and international headquarters are registered here, their actual offices are in Beijing.
The only companies still in Xiangjiang are Hongyan and Hanhua.
Plop….
Water splashes.
Xu Liang, wearing a pair of big pants, swam happily in the swimming pool.
No. 33 Barker Road has been completely renovated.
Five floors. The 1st to 4th floors are the office floors of Hongyan Fund.
The fifth floor is the residence Xu Liang prepared for himself in Xiangjiang. It has a huge area of 3,000 square meters and a lot of luxury. Xu Liang directly built an indoor swimming pool here.
The space on the roof is not wasted either.
A rooftop garden was built for company employees to relax and chat.
"Mr. Xu, this is the investment situation of Hongyan No. 1 Fund."
He took the information from Xia Changsheng's hand and read it.
Apple 14.9%.
Amazon 15.2%.
NetEase 17.5%.
Sohu 18.3%.
Tencent 31% (Hanhua Jupiter No. 1 Fund holds 32%).
Yahoo Japan 10%.
Ali 42.3% (Hanhua Jupiter No. 1 Fund holds 7.69%).
Maotai 14.7%.
Wuliangye 11.3%.
Standard Chartered Bank 5.9%.
Put down the information.
"Has Standard Chartered Bank agreed to our terms?" Xu Liang asked.
After holding more than 5% of the shares, the investment plan, which is the 13D document of the US stock market, must be disclosed to the London regulatory agency and Standard Chartered.
If it's just for financial investment purposes, forget it.
But if it is not for financial investment, then your investment purpose must be stated in the document. Is it an acquisition? Or something else?
Xu Liang did not intend to acquire, but he expressed his optimism for Standard Chartered Bank and operational suggestions in the equity documents, and requested the Standard Chartered Board of Directors to give Hongyan Fund a board seat.
In the field of mergers and acquisitions, investors like him are collectively called ‘active investors’.
"Not yet, they are probably discussing it internally," Xia Changsheng said.
Xu Liang nodded slightly and pondered for a moment.
“Is there a poison pill plan within Standard Chartered?”
"No, but they have a shark-repelling clause."
There are three main ways for companies to defend against takeovers: poison pills, shark repellents, and golden parachutes.
Poison pills are formally known as "dilutive anti-takeover measures."
When a company encounters a hostile takeover, especially when the acquirer's shareholding has reached 10% to 20%, the company will issue a large number of new shares at low prices in order to maintain its controlling stake.
The purpose is to reduce the proportion of stocks in the hands of the acquirer, which means diluting the equity and increasing the acquisition cost. The purpose is to prevent the acquirer from achieving the goal of controlling the shareholding.
Once the poison pill plan is adopted, it will have at least two effects: first, it will have a deterrent effect on hostile acquirers; second, there will be fewer acquirers interested in companies adopting the plan.
The poison pill plan is well known in China. In 2005, Sina adopted the poison pill plan when facing Shanda's acquisition.
In the end, Shanda had no choice but to give up Sina.
As for the differences and characteristics of the inside-out poison pill and the outside-out poison pill, I won’t go into details.
Then there are shark repellent measures.
He appeared earlier than the poison pill.
The most typical ones are classified board elections, restrictions on shareholder actions, anti-green vote blackmail provisions, setting up classified voting rights stocks (AB shares), and liability defense.
In a word, the main purpose is to slow down the acquisition process and increase the acquisition cost.
The golden parachute can also be regarded as a shark-repelling measure, aiming to magnify the acquisition cost.
Generally speaking, employee relocation payments that are triggered when there is a change of control of a business are known as ‘golden parachutes’.
Once triggered, employees can receive more than three times their average salary for five consecutive years.
"What kind of shark-repelling clause?"
“Classified Board Elections.”
Xia Changsheng explained briefly, and Xu Liang understood.
The so-called "classified board election" is to divide the company's directors into several different categories, and only one category of directors can be re-elected every year.
for example.
A 12-member board might divide directors into four categories, each serving a four-year term.
In the first year three directors who may be referred to as ‘Category 1’ are submitted for election, in the second year ‘Category 2’ directors are elected and so on.
This means that a shareholder, even if he owns a majority of the shares, still has to wait three rounds of elections to gain control of the board of directors.
Moreover, the number of people on the board of directors has been limited by the company's articles of association. Even if you are dissatisfied, you can't control the board of directors by increasing the number of board seats.
And there are fault provisions for classified board elections.
Unless it is fraud, violation of company regulations, etc., directors cannot be fired without reason.
That is to say.
Even if Xu Liang now controls 20% or even 30% of the equity of Standard Chartered Bank, he must abide by the company's articles of association and wait until the end of the year to participate in the board of directors election before he can obtain three board seats.
If you want three more, you have to wait another year.
It will take three years to control 7 board seats and completely control the board of directors.
In three years, the cucumbers have become cold for hostile acquirers.
Can this ‘classified board election’ clause be changed?
able.
As long as you control 68% of the company's equity, you can change the company's registration information.
But for a hostile takeover, that's too much.
With this kind of money, it would be great to make a direct acquisition offer.
As long as it works, if not, change the target.
"When is the election of directors of Standard Chartered Bank?" Xu Liang asked.
"Every year on September 16th."
"There's still four months to go."
"Yes."
Xu Liang pondered for a moment and said, "Give me a list of Standard Chartered Bank's shareholders."
"OK."
"Also, there is no need to acquire the shares of Standard Chartered. Let's wait and see their reaction first."
Xia Changsheng nodded.
After the two discussed for a while, Xia Changsheng left.
Now that I’m in Xiangjiang, I definitely want to pay a visit to Hanhua.
At present, Hanhua has two major business departments, venture capital and hedge funds. The former is mainly located in mainland China and Silicon Valley in the United States, and the latter is mainly located in Hong Kong.
The reason why I chose this place is because it is more convenient to get funds in and out.
"Mr. Xu."
A tall and thin middle-aged man with gold-rimmed glasses came up to him.
"Lao Guo, we haven't seen each other for a while."
Guo Shaojie smiled and nodded, "I haven't met Mr. Xu offline since this year's annual meeting."
When I have something to do, I either make phone calls or send emails. There are indeed very few opportunities to sit face to face like this.
Xu Liang smiled and sat down after arriving in the office.
"Now in the entire hedge fund sector, your Qinglong Fund is the best performer."
Guo Shaojie did not take credit.
"I am just a manager. You are mainly responsible for the investment of Qinglong Fund. The good performance is also due to your sharp vision and picking good stocks."
Xu Liang was not surprised by such an answer.
Several funds under Hanhua.
In addition to White Tiger Fund, he is responsible for the investments of Jupiter No. 1 Fund, Qinglong Fund, Xuanwu Fund and Phoenix Fund.
"Having said that, being able to get more stocks at low prices owes a lot to you as the trading director."
He waved his hand to interrupt Guo Shaojie's next words.
"We are all a family, so I won't say any polite words. Show me the statements of Qinglong Fund No. 1 and Fund No. 2."
Guo Shaojie nodded and waved.
The secretary who came with him quickly handed over the materials he had prepared long ago.
Qinglong No. 1 Fund raised US$1.5 billion.
After investing in Nvidia, BlackBerry, eBay, Yahoo, Qualcomm and Oracle last year, there was still US$162.6 million left.
This money was reinvested when Yahoo and eBay stocks appreciated, driving up the entire investment target.
All US$42.6 million was invested in BlackBerry, and under triple leverage, the original equity stake of only 3.7% was increased to 15.2%.
It needs to be emphasized that BlackBerry’s stock price fell after September 11.
Although the process was slow, many institutions chose to cash out after the sales caused by hot events subsided.
After all, the rise of BlackBerry has been too short, and it is difficult for people to believe that it will become a giant like Nokia and Motorola.
But this also gave Xu Liang a chance.
It only cost US$70 million to acquire more than 15.2% of the equity.
BlackBerry has also become the company with the largest holdings in Qinglong No. 1 Fund.
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