Amber Education dilemma

At home, the problem of integration of the Amber Education Group is frequent, first the founder of some mergers and acquisitions organizations questioned its cheating in the process of acquisition, and then Ambo the turnover. In foreign capital markets, Amber has encountered three directors, audit committee members and PwC's successive resignations, as well as suspension, privatization aborted. is the education and training enterprise, which quickly ripened and listed on the NYSE, able to emerge from the current predicament and not be repaying? Duqui's departure is just the beginning. The trainer, who worked for the group's president, announced on March 6 on Weibo that he had officially left Ambo. At this time, distance people education by the Amber Education Group acquisition, less than two years. Data show that the people of all education was established in March 15, 1995, is the first professional experience-type training institutions, but also the current development of training leading enterprises in China. At present, people in Beijing, Tianjin, Shandong and other provinces and cities with wholly-owned subsidiaries, and has 40 specialized training base, with more than 300 trainers, curriculum project manager, assistant more than 150 people. 2011 mid-April People's education was bought by the Amber Education Group. At that time the acquisition, known as "strong alliances." One side is the experienced training industry leader for many years in order to seek a better development, one side is a company with deep capital, resources and it technology advantages of the NYSE listed companies hope to build service its strategy of the complete education value chain. After this acquisition, people all education will form the three education system of amber education one of them-enterprise training. At that time, the two sides expected the "1 plus 1 greater than 2" integration effect, now appears to be a question mark. Recently held a 18-year-old celebration activities of the people of the public has erupted a number of senior executives, staff large-scale turnover, the internal executive level is a big exchange transfusion. "The reason is very simple, not to be recognized by Amber. Chenjiang, a former Ambo employee, said to the new financial reporter. (next to 10 version) according to Chenjiang revealed that in last year Ambo all the year-end summary, employees found themselves a year of hard pay for the company to create value, profit is not the education of the amber recognition. "This recognition, straight point of view is income." The employees should get paid, the promotion, the salary, at the end of the year, none of these things. Not only did many employees not get the bonuses they deserved, but the holiday fees that had already been approved by the budget were discontinued. "The equivalent of all of us who work hard for a year, in the end, for others to do the wedding clothes, and the credit is not affirmed, the staff will naturally appear dissatisfied with Amber." "Chenjiang said. Ambo staff rakes to the new financial reporters to provide information, Ambo all the Department of a division of dozens of people all leave, other departments also have a corresponding turnover phenomenon. As a result of personnel changes, followed by the current Ambo of all the business operations of the stagnation. According to an internal staff to the new financial reporter, because a professional and the group on the issue of separation issues difficult to reach a unified view, some courses face copyright controversy, intoBut will have a certain impact on sales. Behind the separation, perhaps forced. "In fact, many people do not want to take the initiative to leave, but it is difficult to accept the group's practices, have to leave." This is more like the capital of the acquisition of the Amber Education, is the crowd of the original group of people and repaying. "Rakes said. In fact, Ambo many senior executives, staff personnel unrest, as early as February has been brewing. According to the new Financial reporter survey learned that January 30, in the Ambo Education group issued within the new organization of personnel structure, many of the original executives have no position. Then on February 25, Ambo all the functional departments of the executive staff opened an internal meeting. It is reported that the content of this meeting is mainly to some of the people of the Bo employees of the position, ownership adjustment. Many employees therefore have no job security, and the massive personnel quake begins. "I took a few days off at the end of February, and when I went back to work, I found that there were only a few people in the office, and the immediate leadership was missing, and all the work was called off by the head of Amber headquarters." My place of work was inexplicably transferred from Ambo to other companies in the Amber education system. Rakes immediately into confusion. Puhuaiun Ambo before the audit, he was also drawn draw, accept PwC staff interview. "At the time I was asked if my current job was the same as what I said in my contract," I replied confidently, "but I never imagined that my job would have changed in less than two months." Rakes recalls. The original two years of his first and Beijing people signed a contract, and then the Shanghai company signed labor contract but the work site is still in Beijing people. And now the situation is that he did not know, the contract has not expired, he has no longer need to go to the people to work, but the Human resources department to ask another company to work, if not, even absenteeism. "It seems to me that, without my consent, I was transferred from the people of the Ambo to work in other companies, which meant that it was a breach of contract to unilaterally terminate the labor contracts." Rakes that the education of amber in the group of human resources Management is not professional, unreasonable and even fraudulent behavior. Erosion and infighting? What happened to rakes was common inside Ambo. Chenjiang to the new financial reporter confirmed that a group of people's old staff inexplicably from the Ambo all directly transferred to the Amber education system of other companies, and do not give the slightest say. In his view, this is in fact a disguised way to force employees to leave their own, so as the listed company's amber Education can not bear the labor law, the provisions of any personnel responsibility and the corresponding liquidated damages. "For me, quitting is inevitable. These practices of the amber education, which are meant to force us to leave the company for which we have struggled for many years, have hurt the hearts of many old employees, and I feel that it is not worth doing anything for this company. "Chenjiang said. He understood the behavior as an "internal repaying" of the people in the original section. "Amber, the public company, after taking over the people's plates, took the newThe leadership of the people of all business did not do any understanding, frequent changes in organizational structure, resulting in people all over the team abnormal chaos. "he said. In fact, a number of employees have told the new financial reporter that since Amber acquired the people, "nothing has been done to make a lot of money, and it's very utilitarian to be an American-listed company's Amber education." According to Chenjiang, during the 2012, Amber education a large number of people cash, resulting in many employees even reimbursement is often unreasonably delayed, and let Chenjiang very puzzled is, in the amber acquisition of people, the original pay is not a blur, so that employees have nowhere to inquire about the specific wage details. Rakes, for example, Prior to his company's mailbox suffix for renzhongren.com, amber after the acquisition of mandatory requirements and Amber brand logo, the suffix to renzhongren.ambow.net, and then more simple and brutal, directly removed the people of the logo, unified replaced by the ambow.net. "The email address has changed several times in a few months, propaganda business card ah, materials ah what are discarded a batch, resetting a batch, although it is small, but also let staff is very disturbing." "Rakes said. The management culture of both sides has been mutually exclusive since the takeover. According to him, there have been colleagues to his feeling that people's corporate culture was eroded by the amber education, we have been frustrated by years of efforts. Chenjiang said that from the cultural concept and values, the original people of the staff is difficult to identify with the education of amber. "It's more like a capital-run company than a real business." "As far as he knows, when the main manager of Amber took over the people's plate, it was like a layman, not very understanding of expanding the training of the industry, but blindly to pursue short-term interests." "Amber in order to build a platform for the whole education system will be people to buy, this point of departure we are acceptable, but amber to build this platform, we need to sponsor the original quality, brand." A company in the development process, there will certainly be a rough time period, but also at the expense of short-term interests to pursue longer-term goals of the strategic action, but Amber does not look at these, only see the immediate, only to recognize the capital interests. "The conflict of ideas, the consequences are not compatible, but erosion." "The means are simple, and disobedience is ' sanction ', ' crowding out '. "Chenjiang said. "The office of the old colleagues left a few, many of my esteemed teachers have gone, now Ambo people are no longer the original person." Rakes said with emotion. The new financial reporter learned that this part of the security Bo people leave the staff, set up a name for the people of training institutions. Data show that people and all training institutions by the Chinese experience-type training team, as well as a group committed to build China's best experience-type management training in common set up, set indoor management training and outdoor development training in one of the new comprehensive training institutions. A person familiar with the matter told the new financial reporter that Amber, after acquiring some companies, would take the following management integration approach. First, when a company is acquired, the companyThe founder's top brass is to be elevated or marginalized; The financial department of these two aspects by the delegation of the management of Amber directly stationed, control the company's core People's authority, financial rights; The third is to do infiltration, do middle-level, middle and senior management of the training or repression, the purpose is to weaken the original team control, and carry out exchange transfusion. The people familiar with the matter believe that it is because of this behavior that many good teachers and managers have left, and this has been for many years with all the customers who have been associated with harm. In fact, some of the people who left the company said to the new financial reporter that they are full of worries about the future of people training. "Amber is doing education in the form of capital." Li Ying wanted, a U.S. stock analyst, told the new financial press. In fact, people are just one of the companies that Amber Education has integrated in the rapid development process. As early as 2008-2009 years, the total number of amber education spent more than 1.6 billion yuan (of which more than 1.2 billion yuan in cash plus the equivalent of 400 million yuan for listed stocks) to acquire more than 20 projects. 2008 10 Acquisitions, 2009 13. These include the Beijing 1 to 1 education, Changsha with Lake Lakes Experimental School, Tianjin, China and Britain education institutions. Such crazy mergers and acquisitions, in a short period of time, let the amber education formed from basic education, vocational education to enterprise education in a multi-faceted coverage system, training point has been throughout the country more than 20 key cities such a scale. The strategy of the Amber merger is simply to integrate the best team in the market after entering the regional market. Its establishment for more than 10 years, relying on capital, planning and strategic layout, rapid growth. August 5, 2010, the Amber Education group in the United States listed on the NYSE, raised funds 107 million U.S. dollars. Before the IPO of Amber, a total of four rounds of financing, once 103 million created the largest education industry private money. After many mergers and acquisitions, the amber education was quickly ripening. From 2007 to 2009, the revenue of the amber is 320 million, 510 million, 900 million yuan respectively, net profit is 34 million, 67 million, 140 million yuan respectively. Mergers and acquisitions the industry has labeled the "Integrator" for the 1999 Amber Education, which was set up in Silicon Valley in the US in 2000 and returned to China, and called it the "amber model". Although the education of Amber was successfully listed on the NYSE, the question of whether it has endogenous growth and long-term investment value has never been severed. "A chopstick is easy to break, 10 chopsticks hold into a regiment, but if it is 10 of the length and thickness of different tied together, it will inevitably occur uncontrollable factors." "Li Ying wanted said. Mergers and acquisitions has always been a double-edged sword, some insiders believe that the operating mode of the amber Education capital for financing-mergers-refinancing, questioning it is a pure use of financial packaging and capital leverage big business, Amber strongly denied, and said that the enterprise has a strict standard process of merger and acquisition. "From the trend of the amber stock price and the problems shown after the listing, the integration of the Amber merger is somewhat problematic." "Li Ying wanted said. 2010 AmberEducation on the first day of the market close to 9.25 U.S. dollars, but today on March 22 when the suspension of the stock price of 0.95 U.S. dollars. According to the Amber Education Annual report, 2011 of its trainees from the field of 881,000 people, vocational education field 112,000 people, of which the vocational education trainees grew 91%. The model diversification of the amber education gross margin of 57.15%, but the net interest rate is only 1.27%. Li Ying wanted has published an article analysing the merger and acquisition strategy of amber Education. She said that the integrated enterprise of the Education merger and acquisition is divided into four stages, in which the financial and IT systems are integrated, human resources, product cross integration, business model integration, management team integration, and Amber education at the beginning of the merger process, there is a "three-year successor training program", That is, in the 36 months of integration to develop a successor to the original founder of the professional managers, the original founder in three years must leave the original institution. The departure of Duqui, the president of the original group, is also a category. Ambo staff also confirmed to the new financial reporter, after the merger, the Amber Education management first intervention is the people's personnel and the financial department. In recent days, Csojennyzhan told the media that the Amber merger from 2008 to 2009 had been largely completed, and that the original founders of the company had been upgraded to Headquarters, had a larger platform, or had retired, on average, for no more than three years. Jennyzhan said that the current operating cash flow from these companies after joining Amber had allowed Amber to reclaim most of the investment, and Amber was confident that it would achieve the goal of a full recovery in four years. But things are not always satisfactory, and the education of the confidence of the amber is completely opposite, recently was the original founder of the merger and acquisition agencies repeatedly. There are media reports that the previous acquisition of Amber Education in Changsha, the founder of the Lake School, Changsha Asia Hing Real Estate Development Co., Ltd. Chairman Wangzhong and think that they had been the education of the Amber cheat, easy to cede the school. August 11, 2009, the amber Education and Ashing Property signed an agreement to "half the cash plus half of the stock" way, with 83.91 million yuan in cash and 83.88 million yuan equivalent to the share of listed shares, the acquisition of the same Lake school. Asia Hing property to the education of the amber transfer of 100% of the right to operate and operating income. And in the amber Education successfully landed in the NYSE, and after a 180-day lock-up period, the Asian Hing Real estate to move the demand, the amber aspect but not handle the transfer procedures, leading to Wangzhong and holding the stock is just a "bad check." In fact, early Amber Education's strategy of "giving some money to some shares and listing it together" is tempting for many educational and training institutions. The model of the education and training enterprises, which were made in the form of capital operation and "packaged", and successfully listed in the United States, has also been questioned by its hiring staff. "Amber education is more like a capital holding, a financial or financial integration, but the so-called integration is more a business-level integration., it is clear that there is a lack of capacity in the area of education. "An amber Education insider who declined to be named told the new financial reporter. A former Tianjin Jing John 1 to 1 Education course advisor also disclosed to the new financial reporter, Amber education after the acquisition of John, asked John's head teacher and consultants to sell the company launched a series of cards, learning software, etc., but did not send a person to the class teacher and consultants to do in-depth training. Resignation and privatization are not only domestic, but in the U.S. capital markets, amber education is also not smooth. March 15, the impact of Baring Asia announced a privatisation bid for the amber Education, the day the shares soared 53.47%. This is good news for the amber education, but then there was a series of turmoil in the amber Education: first three directors submitted their resignation letters, then the independent auditor PwC resigned, and FENWICK&WESTLLP law firm resigned as legal advisor to the Audit Committee. The reason is that there is a contradiction with the education management of Amber. In his resignation letter, Mark Harris, a member of the Board of Auditors, described more specifically the Audit Committee's decision, based on existing findings, that the CEO had recently been asked to leave office to ensure the company's interests, but was eventually rejected by Huang individuals and the board. The reason for FENWICK&WESTLLP's departure was the fear that the investigation into the company's financial misconduct, which was referred to by an amber-educated former employee, was not supported. March 22, the amber Education was suspended by the NYSE, the stock price was 0.95 U.S. dollars. All sorts of factors led to the announcement of the March 26 amber Education announcing the withdrawal of the Non-binding takeover offer by the Baring Asia, which failed in the privatisation announcement. It is noteworthy, however, that in the withdrawal of the letter, Baring Asia also shows that once it solves the current problem, it is still willing to consider all or part of the potential takeover of the amber education deal. "The resignation of the directors, the resignation of the auditor, and the withdrawal of the privatization offer can be said to have problems with the internal control of the amber education." "Li Ying wanted thinks. But privatization is not the most critical issue of the current education of Amber, and the most important thing investors are most concerned about is whether or not the amber education will release the 2012 annual report on time. The last time the report was published in May 2012, it has not been reported for three consecutive quarters. Some analysts believe that PwC's resignation is likely to make it impossible to release the annual report on April 30, the company will be suspended due to technical irregularities, and a series of investigations. Prior to the submission of the 2011 20F Annual report, the amber education had been delayed until May 29, 2012. Some analysts believe that the amber education is China's education and training industry to do the most mergers and acquisitions of companies, the use of capital to integrate a large number of regional education and training institutions, more abundant resources, after the listing has been digested before the acquisition project. But the education of the amber must standardize the financial level, improve the corporate governance ability, otherwise it is difficult to withstand the test of the capital market. New financial journalist on the resignation of senior executives, privatization and directors resignThe issue of contact with the marketing department, Investor Relations, and sent to Huang's mailbox, as at press time did not receive a response. The "internal and internal troubles" of the amber education can be out of the mire, is still unknown.