Major shareholder Dehao Runda adds code to NVC lighting control

The Wu Changjiang team faded out of the board of directors of the subsidiary, and Dehao Runda added to the control of NVC lighting. A subsidiary of NVC Lighting Holdings Co., Ltd. (hereinafter referred to as “NVC Lighting”) completed the “big change of blood” of the board of directors.

On July 14, NVC Lighting (02222.HK) issued an announcement announcing the board of directors of its 11 subsidiaries, and the founder of NVC Lighting, Wu Changjiang, completely withdrew from the board of directors of the subsidiary, and the chairman of 11 subsidiaries has already All of them are replaced by Wang Donglei, Xiao Yu and Wang Dongming, representatives of the board of directors of NVC Lighting's current major shareholder, Dehao Runda. At the same time, NVC lighting executives Wu Changyong, Mu Yu, Jin Jinhua, Yang Wenzhao, etc. Fully withdraw from the board of directors of 11 subsidiaries, their successors, in addition to the representatives of Dehao Runda, Schneider's representative Zhu Hai, and Softbank Saifu representative Lin Heping.

The "China Business News" reporter was informed that with the continuous deepening of a series of integration of the major shareholder Dehao Runda, the new NVC lighting is moving towards the goal of building an LED integrated industrial chain.

Wu Changjiang control will affect <br> <br> for this adjustment, the Secretary of the Board NVC talk eagle given an official explanation in an interview with reporters by previous directors of 11 subsidiaries mainly by NVC management After the adjustment, the board of directors of the 11 subsidiaries will be consistent with the board of directors of the headquarters. This adjustment is beneficial to the implementation of the company's strategy, on the other hand, it is also conducive to strengthening internal control; in addition, the company's board of directors and management The separation also helps the two to perform their duties.

The response of the major shareholder of NVC Lighting, Dehao Runda, to this adjustment is that the adjustment is the consensus of all shareholders, reflecting the balance of shareholders' interests and the governance requirements of listed companies. In addition, Wu Changjiang himself is not The directors of the head office made any adjustments and still serve as the CEO of NVC Lighting. As always, Dehao Runda supports Wu Changjiang to operate NVC Lighting. Therefore, the replacement of board members is not a redistribution of the shareholder rights pattern.

Insiders pointed out that although all parties have repeatedly stressed that NVC Lighting's operations are still handled by Wu Changjiang, it is not difficult to see from other positions that they emphasize the balance of shareholders' interests that other shareholders are strengthening the management of NVC Lighting headed by Wu Changjiang. The supervision of Wu Changjiang in NVC lighting will be affected.

Our reporter has repeatedly called Wu Changjiang’s mobile phone to try to listen to his own opinions, but has been unable to contact Wu Changjiang himself.

Major shareholders to accelerate integration efforts <br> <br> Wu Changjiang is not a weak person. In 2012, NVC Lighting was internally guilty, and Wu Changjiang was jointly expelled from NVC by Softbank Safran and Schneider. Since then, Wu Changjiang has twice launched suppliers and channel dealers to “force the palace” on the board of directors of NVC Lighting, and even some employees’ “strike” solidarity, but Wu Changjiang has not been able to return to the board of directors. Later, it was the intervention of Dehao Runda that broke the deadlock between Wu Changjiang and Softbank Saifu and Schneider.

DeHao Runda spent HK$1.65 billion to absorb Wu Changjiang’s individual shares and completed the acquisition of a 20% stake in NVC in December 2012. After the completion of the acquisition, NVC Lighting re-appointed Wu Changjiang as the company's CEO in January 2013; in June 2013, Wu Changjiang also returned to the NVC Lighting Board of Directors. In April 2014, Dehao Runda once again invested RMB 500 million to acquire 6.86% of the shares of NVC Lighting, and its shareholding ratio increased to 27.1%, becoming the largest single shareholder of NVC Lighting.

It is not difficult to see that as the founder of Wu Changjiang, he is able to return to NVC lighting, and the key strategy is to join hands with Dehao Runda. Of course, the prerequisite for the two parties to join hands is that both parties have determined that the transition to the LED industry chain is the only way for NVC lighting.

“At any time, Wu Changjiang’s influence on NVC Lighting cannot be underestimated. However, Wu Changjiang should now understand that the result of constantly transferring equity to DHL Runda is that his role in NVC Lighting has been initiated from the company. The person and the major shareholder have turned into a professional manager with special influence." The industry insider interviewed by the reporter said.

According to the data, at present, Wu Changjiang’s shareholding in NVC is only 2.54%.

"The other side of the coin" is that the adjustment of the board of directors of 11 subsidiaries of NVC Lighting means that the "tentacles" of the major shareholder Dehao Runda have reached the various business areas of NVC Lighting, which means that Dehao Run The integration of NVC lighting has reached the implementation level.

Wang Donglei, Chairman of Dehao Runda, also made it clear that the acquisition of NVC Lighting is the most important channel and brand; Dehao Runda will complete the vertical integration through the acquisition of NVC Lighting to build a complete package from chip to package to terminal sales. LED industry chain. In this regard, Dehao Runda insiders have proudly said that this is a business model comparable to the global giant Philips.

Cross-conversion or merger?

The combination of Wu Changjiang and Wang Donglei is based on the consensus of both parties on the development model of the LED industry chain, but this transformation has had a completely different effect on the current NVC lighting and Dehao Runda.

According to the NVC Lighting Performance Report, the sales amount of the company's LED lighting products in 2013 has been close to 1 billion yuan, and the proportion of sales revenue of LED lighting products in total revenue has also increased from less than 5% in 2012 to 20%. In March of this year, when NVC Lighting released new LED products, Wu Changjiang publicly stated that in 2014, NVC Lighting’s LED business must seize market size and market share, and the annual target is to make LED products account for the proportion of sales. above 50.

In recent years, LED lighting products have risen rapidly in the home lighting market, and traditional lighting giants have begun to transform into LED lighting, compared with Foshan Lighting (9.31, 0.13, 1.42%) and other traditional lighting companies that are still on the road to transformation. NVC lighting can be said to be blessed in disguise. The industry believes that NVC lighting has taken the lead in the field of LED lighting.

In contrast, Dehao Runda, the company that entered the field of LED lighting from the small household appliance sector in 2009, has so far, although the output of LED epitaxial chips of Dehao Runda has ranked second in the country, but in recent years, Dehao Runda More aggressive investment and acquisition strategies have caused them to have certain problems in the capital chain.

In recent years, in addition to spending a total of about 1.9 billion yuan to acquire NVC Lighting, Dehao Runda has also increased its investment in the production process. After the Dalian and Wuhu production bases, it is accelerating the construction of Yangzhou and Yangzhou. The production base; among them, it is only the base of the base, and the investment quota of Dehao Runda has reached the scale of 1 billion yuan.

In order to transform into the LED industry chain development model, Dehao Runda has used a large amount of funds for investment and acquisition in recent years, resulting in high financial costs, resulting in a decline in performance or even a loss.

According to financial data, in 2013, Dehao Runda's sales revenue reached 3.13 billion yuan, but the net profit was only 8.826 million yuan; in the first quarter of 2014, Dehao Runda's sales revenue was only 765 million yuan, an increase of only 8.56 million year-on-year. %, there has been a loss of 35.66 million yuan in net profit.

In an interview with reporters, Dehao Runda’s secretary-general Deng Fei said that in June this year, the company had completed the issuance and supplemented the liquidity, and the company’s financial expenses will definitely drop. At the same time, it has been dragging down the company’s performance. The chip business has begun to make a profit, so the company will soon enter a turning point in profitability. In the first quarter of the loss, the first half of the year is expected to have a net profit of 30 million to 50 million yuan.

In addition to the problem of the capital chain, Dehao Runda also faces huge problems in terms of channels. After the acquisition of NVC Lighting, Dehao Runda adopted a strategy of relying on NVC lighting on the channel, once NVC lighting is on the channel. Can not meet the demand for the expansion of DeHao Runda capacity, Dehao Runda may face the challenge of overcapacity at any time.

According to the reporter's understanding, in 2013, Dehao Runda's revenue from sales of LEDs through NVC Lighting was about 260 million yuan. This figure is not high in the sales revenue of LED products with nearly 1 billion yuan. In addition, Wang Donglei has publicly complained that NVC lighting engineers are reluctant to adopt the chip of Dehao Runda. Although this problem has finally been solved, it has delayed a lot of time for Dehao Runda.

Since 2014, NVC Lighting's channel has brought a 1 billion order sales framework agreement to Dehao Runda, but it is still not enough to resolve the channel risk of Dehao Runda. According to industry analysts, Dehao Runda may take two steps in the following steps: First, continue to increase its holdings, and finally acquire NVC Lighting; second, NVC Lighting and Dehao Runda merge into a group company.

When the shareholding of NVC Lighting was added in April this year, Wang Donglei once stated clearly that the increase is to increase the influence of Dehao Runda in NVC Lighting, so that it can be further integrated in the later stage. “It is possible to become the same group. These are just possible, there is no fixed timetable."

Perhaps the merger into a group is also the result of Wu Changjiang's success, because Wu Changjiang has obtained a 9.31% stake in Dehao Runda through cross-share swap, becoming the second largest shareholder behind Wang Donglei.

"General Wu converted the shares into the shares of Dehao Runda. The interests of NVC Lighting and Dehao Runda are more consistent, and the upstream and downstream cooperation is also smoother." Tan Ying said.

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