Reinventing the Millennium
Chapter 292 Brazen (two in one)
On June 11, MIGA funds increased their holdings crazily.
On June 15, Sina’s board of directors passed a counterattack resolution.
Within five days, Sina responded, and the "poison pill plan", a classic way to face hostile takeovers, came on stage.
At the same time, news spread like wildfire that foreign private equity funds intend to control the first domestic portal website.
The American private equity fund MIGA attempted a hostile takeover of Sina.com.
Almost all Internet industry practitioners were shocked when they heard the news.
Sina is the first domestic portal website to be listed on NASDAQ in the United States.
Its VIE architecture was imitated by later IPOs, and was simply called the "Sina architecture" by many people, which had a great pioneering influence.
It is also the first domestic commercial website qualified to publish news, and one of the first websites to obtain a telecommunications and information service business license.
Sina has the highest stock price, the largest number of users, and the deepest influence among the three major portals. It can now be well-deserved to be called the "Leader of Chinese Portals."
Now, there are actually foreign funds that want to acquire it?
Still malicious!
This has to make people angry!
Not only the Internet, but also newspapers and media began to pay attention to this unexpected incident.
Fang Zhuo had to admit that he had somewhat overlooked the impact of this aspect. It was not the impact of public opinion on his mood, but the higher-level intervention involved.
"Today's board meeting was very fruitful. The 'poison pill plan' was expected. Sina's equity is dispersed and it is very afraid of hostile takeovers."
"But there is something to note. Duan Yongji is considering going to the leaders of the Ministry of Industry and Information Technology to handle the matter at the administrative level."
"After all, Sina is involved in news, and I'm afraid it won't be left in the hands of a foreign organization."
"Then you have to expose me."
Fang Zhuo analyzed the situation and found that Duan Yongji not only led the adoption of the "Poison Pill Plan" at the board meeting today, but also fully demonstrated his sophistication. The capital market's response was one factor, and the administrative constraints were another factor.
He also vaguely revealed that he would be looking for foreign aid.
It's just that... various means are used to bring the masterminds behind the scenes to sit in a conference room and discuss... it's great.
What Fang Zhuo attaches most importance to is the administrative influence.
With the current development of the Internet, it is not uncommon for administrative intervention to occur. The listing of Sina itself opened up a new situation. At that time, Wang Zhidong went to the Industry and Information Technology Department to work as a leader, and made many continuous changes before he was able to move to the United States.
Originally, Fang Zhuo considered making Yike Investment and MIGA Fund "persons acting in concert" and combining the voting rights of both parties into one. Now he has to consider showing the actual controller of MIGA Fund.
Being acquired by a foreign fund is a big deal, but being controlled by a domestic company is a reasonable business behavior.
"Sina is a VIE listed on Nasdaq. It is set up to circumvent your administrative restrictions." Lawyer Martin said puzzledly, "Our acquisition has been approved by the SEC, and all methods are legal. Sina uses VIE, you have to accept the price of VIE."
"That's it, I also said you don't discriminate against black people." Fang Zhuo said simply and clearly.
Martin understood.
"Since Sina passed the poison pill, let MIGA launch it in advance without waiting for the extraordinary shareholders' meeting." Another lawyer suggested, "MIGA launches, Yike subscribes to the private placement of shares, and then changes MIGA's holding agency. Both parties have unanimously completed the acquisition and announced that they have become Sina's largest shareholder with one veto."
Fang Zhuo was a little hesitant. The board of directors actually wanted to continue communicating with MIGA. Poison pills and administration were both options. If MIGA insisted on going its own way, it would be officially launched.
From the bottom of his heart, he is willing to control Sina more gently. Reducing communication is bound to create a gap between the two. Once the actual controller is revealed, he is afraid that the other party will hate him to death.
However, when Fang Zhuo thought about it, 90 points of hatred and 100 points of hatred were not much different...
"Well, it can be like this. Yike Investment's shareholding is already enough. The private placement will be doubled. By then, including the proportion of MIGA's forcibly reduced shareholding, we can achieve a veto control." Fang Zhuo said.
Davis asked confusedly: "Boss, are you asking me to refuse communication with Sina?"
Just as Fang Zhuo was about to nod, the doorbell of the hotel room suddenly rang.
He thought it was his sister who was coming back. When he got up and was about to open the door, he suddenly glanced at the cat's eye. Sina CEO Wang Yan was suddenly outside the door.
this……
If the other party sees a room full of people and Davis from the MIGA Fund, there will be huge setbacks.
"Ahem, it's the director of Sina. You hide, I'll go out and talk."
Fang Zhuo turned around and whispered.
A group of people looked at each other and quietly hid in the bathroom.
Seeing their funny looks, Fang Zhuo thought that he could use the phone to get rid of Wang Yan.
The door opens.
Wang Yan at the door was about to pick up his mobile phone and said with a smile: "Mr. Fang, I thought you weren't here. Come in and have a chat?"
"The room is very messy, let's go downstairs and have a drink and chat." Fang Zhuo responded calmly.
Wang Yan is incompetent and doesn't know that he is only one step away from the truth of the "confluence".
As he walked, he said, "Mr. Fang, are you dissatisfied with Mr. Wu from Sunshine Culture?"
"I'm not very satisfied with the current board of directors." Fang Zhuo said truthfully, "Moreover, I think the current Sina president is not enough to lead Sina in a better direction."
He continued: "I think Sina needs a president who is younger, more promising, more daring to innovate, and more daring to take responsibility."
Wang Yan's heart skipped a beat, wasn't he just talking about himself?
He pretended to defend his colleagues: "Mr. Mao is actually very good."
Fang Zhuo shook his head slightly and looked at it, Xiao Wang didn't dare to take responsibility now, and Sina had to do it himself.
He decided to skip the topic and asked: "Mr. Wang, you came here so late to tell me about Mr. Mao, right?"
"I want to talk to you about the extraordinary shareholders' meeting." Wang Yan said seriously, "What does Mr. Fang think of this extraordinary shareholders' meeting?"
What do you think?
Fang Zhuo sat on the sofa, not focusing on this problem, but thinking about the CEO's intention in front of him.
Sina has never been monolithic, and it is especially serious now.
Wang Yan has been decentralized. Currently, Mao Daolin is in charge of Sina, and it is difficult for him to use his abilities.
So what was your performance in the past two days?
It was at the board meeting that he put forward strong opinions on the cooperation between Sina and Sunshine Culture.
Wang Yan took this into consideration. Did he come to him for co-chairman Wu Zheng? Is it to influence the direction of Sina's strategy? Is it to prepare for the future?
You should know that although the extraordinary general meeting of shareholders is proposed by MIGA Fund, other shareholders can also put forward proposals.
Fang Zhuo took two sips of tea and speculated on the purpose of Wang Yan's visit, suspecting that he wanted to use his own hands to kick Wu Zheng out of the extraordinary shareholders' meeting.
He put down his cup and said calmly: "I think Sina and Sunshine Culture can terminate their cooperation, and the director structure should also be adjusted."
Wang Yan didn't expect that Mr. Xiao Fang would speak his mind right away, and couldn't help but be overjoyed.
He controlled his expression forcefully: "Fang always looks at it like this, um..."
Fang Zhuo took the initiative to ask: "What does Mr. Duan think of Wu Zheng? What does he think of Sunshine Culture?"
"Well." Wang Yan said hesitantly, "The original cooperation was also approved by Mr. Duan, otherwise Mr. Mao wouldn't be able to do this. It's really embarrassing now, and we are currently facing a hostile takeover by MIGA Fund."
"We should continue to rebel against the chaos." Fang Zhuo said with determination, "The extraordinary general meeting of shareholders requires a vote, and I have 10% of Yike Investment."
Wang Yan waited for Xiao Fang to continue speaking, but the other party stopped talking.
He waited for a few seconds before he felt that the other party had figured out his thoughts, so he could only smile and said: "Mr. Fang, you are too decisive, isn't that bad? Look up and don't look down."
Fang Zhuo shrugged: "This is not the first time for Sina. Wang Zhidong was kicked out."
Wang Yan didn't look embarrassed or embarrassed.
Fang Zhuo continued: "If there is a problem with Sina's business, someone must be responsible. If this person is not responsible, someone else must help him and make him responsible."
Wang Yan felt Mr. Xiao Fang's inner attitude, so he stopped covering up and said, "I also think Wu Zheng should be responsible for the failure of Sina's cooperation."
Fang Zhuo added: "And Mao Daolin."
Wang Yan was confused: "Uh, this..."
Fang Zhuo added: "There is also Duan Yongji."
Wang Yan wanted to wipe away his sweat. He was a little confused for a moment whether this person was joking or serious.
Fang Zhuo laughed and said, "Let's start with Sunshine Culture first."
I was planning to have a heart-to-heart talk tonight, but in just a few words I heard the other party's decision.
Wang Yan felt a little uncomfortable.
Not only tonight, but in the past two days, he felt that the CEO of Yike was refreshing his understanding of him, his performance on CCTV programs, his free talk at the banquet, his toughness on the board of directors...
And now decisiveness.
Wang Yan felt that Mr. Xiao Fang's behavior suddenly became a little unpredictable.
He felt a little uneasy for no reason, and said half-jokingly: "Mr. Fang, you are not really going to join forces with MIGA Fund, are you?"
Fang Zhuo said this before in front of Sina CEO, but now he didn't answer directly when asked, he just laughed and said: "What are you talking about!"
What to say!
The MIGA fund is mine!
Where does this convergence come from?
Now that the situation has changed, we can no longer consider trying to hide behind it.
Proposals at the extraordinary general meeting of shareholders require voting. To remove directors, a majority is required. Yike Investment only has 10.1% of the voting rights, and 39.9% is needed to pass the resolution.
This 39.9% is either too much or too little. I am sure that Wang Yan can come to the door tonight.
Fang Zhuo suspected that Wang Yan's move was inspired by Duan Yongji, or that they had a tacit understanding and wanted to use Sunshine Culture's Wu Zheng to calm down the MIGA Fund's actions.
From Sina's perspective, MIGA Fund is just a private equity firm that should pursue profits. If it really seeks to control Sina, it will only lead to a lose-lose situation for both parties.
As mentioned before, the MIGA Fund should have demands and space for communication. However, foreigners believe that such demands must be resolved at an extraordinary general meeting of shareholders.
In this case, Sunshine Culture has become an alternative.
Fang Zhuo guessed that Duan Yongji had prepared different plans.
The two communicated for a while, and Fang Zhuo finally asked: "When will the extraordinary general meeting of shareholders be held? It won't really take two months, right?"
Wang Yan shook his head: "How is it possible? This matter must be resolved as soon as possible, otherwise it will affect the company, in about a week."
Fang Zhuo nodded, which was pretty much what he expected.
It was too late, Wang Yan said goodbye and left. He came here today to seek Fang Zhuo's support in voting. Judging from the actions of Yike Investment, Mr. Xiao Fang is still firmly optimistic about Sina.
At eleven o'clock in the evening, Wang Yan received a call from Duan Yongji as soon as he arrived home.
"How about it?"
"He agreed."
"Then let him file the case." Duan Yongji said on the phone, "Anyway, he has strong opinions on Sunshine Culture."
Wang Yan agreed and added: "We still have to communicate with Davis. Both sides have to sit down and talk."
"I made an appointment with MIGA to talk tomorrow, and Davis agreed. They have nothing to do with the poison pill plan. They must sit at the table to talk." Duan Yongji is very confident about this.
Wang Yan didn't think there was anything wrong, but he still needed to find out whether MIGA was dissatisfied with this cooperation as speculated. Shopping malls are like battlefields, but they are not real battlefields. Let's sit down and talk.
…
June 16th.
In the morning, Sina, which always likes to grab news, belatedly announced the situation facing its own website, confirming that MIGA private equity fund was indeed conducting a hostile takeover of Sina.
Moreover, Sina is considering launching a "poison pill plan" to fight back, and calls on everyone to support this battle to defend the achievements of domestic Internet companies.
At 10:30, Duan Yongji was interviewed at Sina headquarters, responding directly to many speculations from the outside world and expressing Sina's tough attitude.
"As long as MIGA funds dare to cross the 20% warning line, Sina will immediately start private placements!"
"MIGA can't get any favors from Sina!"
"I, Duan Yongji, will never let Sina fall into the hands of foreigners!"
"MIGA has only one way now, and that is to sit down and talk to us!"
Duan Yongji is confident in front of the camera. He has made an appointment to meet with Davis from MIGA Fund at the company in the afternoon and will fully describe the pros and cons to the other party.
However……
MIGA Fund Davis, who had made an appointment to meet in the afternoon, did not come to Sina headquarters as scheduled.
Just when Duan Yongji had a bad feeling, the other party formally sent a letter before getting off work, again increasing his stake by 1.5%, bringing the shareholding ratio to 20%.
"this……"
Duan Yongji dropped his cell phone.
"Are they crazy?"
"Is there something wrong with these foreigners?"
"Crazy, crazy!"
There was a roar in the office, and when it calmed down a little and found that Davis couldn't be reached on the phone, there was another roar.
However, roaring has no real effect.
Make Investment Great Again private equity fund officially holds 20% of Sina's shares, triggering the company's private equity issuance line, leaving Sina with few options.
Is this poison pill really going to be released? How to release it?
Where is Sina going in the future?
Duan Yongji fell into hesitation and thinking.
Even if the MIGA fund cannot acquire Sina and no longer continues to increase its holdings, the voting rights of 20% of the shares are destined to have a serious impact, not to mention that it has already obtained a board seat.
Duan Yongji suddenly had a feeling that Sina seemed to have suddenly reached the junction of destiny in the middle of 2002.
One more chapter.
The bad news is that I have to go on a business trip tomorrow... I'll be back the day after tomorrow, so there shouldn't be any interruptions in updates.
As an author, I actually want to finish writing this plot in one go, which gives me a headache...
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