Villery to bet on the actual control of the man's Empty gloves white Wolf

This reporter contains the Beijing report January 6, 2011, the Gem of the New Year's first meeting of the Board of Auditors audit results released.　　Despite a lot of questioning, but as the first single gem this year Villery Environmental Technology Co., Ltd. (hereinafter called Villery) was still approved. In many of the problems, Villery's gambling situation caused the "Huaxia times" reporter's concern, the reporter found that as early as 2007, Villery the actual control of the Li Yuezhong has been "repurchase" the commitment to attract the investment, which also for its later and the wind cast on the bet buried foreshadowing. And Villery in the prospectus of the true disclosure, but also the quasi-listed companies and PE Gray to the issue of the water.　　In response to the company's problems and disputes, the reporter called Villery, the contact person responsible for listing business Zong Yu, said he is now in a quiet period, the company can not respond to these questions. Li Yuezhong to "bet" Lure Wind in July 2007, for has reached from the German wwag company in the hands of the acquisition of the Villery 100% shares of the resolution of the Changzhou Dezey, the most intractable problem is money.　　In the case of bad loans to banks, Dezey's actual controller, Li Yuezhong, began to seek support from VCs. In Changzhou, a "Capital Blind Date", in order to get the attention and appreciation of the VC, Li Yuezhong in the promotion of the company, but also put forward a temptation to exit the way. At that time he put forward three kinds of exit channels, one is through the Dezey IPO let the Wind exit, one is through the future of mergers and acquisitions to let it out, and if the first two can not be achieved, there is a third, is the transfer of shares in the way the company repurchase investors ' equity.　　The third article clearly laid the groundwork for his subsequent bets with the wind. While the sound of "foolproof" business was at the time arousing the interest of many organizations present, it can be seen from Villery's prospectus that there was no familiy in the period between then and December 2008, In the end, in October 2007, Wwag's equity transfer was also borrowed from the Villery.　　At the time, Villery the equivalent of buying himself. Apparently, Dezey later abandoned his listing and sought Villery's listing. December 2008, the "Baoan department" of China Venture Capital Limited (hereinafter referred to as stroke) into the Villery,　　Subscription to $10 million Villery new registered capital of 2.9531 million yuan, the registered capital from 17 million to 19.9531 million yuan, the equivalent of the new registered capital per yuan subscription price of about 3.39 yuan, the share ratio of 14.8%. and the "chocolate" that contributed to the stroke into Villery is a paper on the gambling agreement. In the stroke to invest in the 10 million before the December 10, it and Li Yuezhong, Changzhou Dezey and Villery signed the "replenishment agreement", agreed in the agreement, Villery in 2009, the resolution was restructured into a limited company, if from January 1, 2008 to the base date of restructuring, Total cumulative operating Net profit of Villery is higher than20 million Yuan, 2008 completed the operating net profit of not less than 10 million yuan, stroke investment should be to Changzhou de ze free transfer of its holding Villery limited total share capital of 2% of the equity.　　If Villery is not available by the end of 2013, or loses up to 1/5 of net assets, or one of two consecutive years of failure to achieve the guaranteed profit, the stroke vote has the right to demand another three party to redeem the equity. Although the gambling agreement was terminated before the listing, reporters found that the agreement was clearly asymmetric. Since it is a gamble, both sides must set the most favorable conditions for their own, can be a stroke into the real Villery is on December 30, 2008, signed the agreement was also December mid-June, when it should have been Villery 2008 the operation of the understanding. Villery's prospectus shows that the company's 2008 net profit of 12.226 million yuan, beyond the agreement of more than 2 million yuan, stroke should not be informed of this, and if the 2008 has reached this figure, 2009 restructuring before the 20 million is not impossible, how will it agree to this condition?　　The reporter tried to contact the stroke, but the phone was never answered. On the other hand, it gives Villery the conditions for repurchase options, such as not to be listed before 2013, Li Yuezhong gave a similar commitment as early as 2007. In addition, its performance requirements are not high, this is entirely with the VC on the "environmental" type of company performance of the high growth expectations do not match, the bet is basically the equivalent of nothing.　　Real free in October 2009, the stroke vote will be held by the Villery 2% of the equity transfer to Changzhou de Ze, the reporter rough calculation, including equity and dividends, to gamble to the loss of stroke or millions. The stroke cast of 10 million and Li Yuezhong 10,002,008 years apart from a stroke to Villery capital contribution of 10 million. Another 10 million is also worth our attention, that is the company's actual control of the Li Yuezhong equity transfer. At that time, Lee will be held by the Villery 8.26 million Yuan capital of the corresponding equity transfer to Changzhou de Ze.　　According to the Jiangsu Tian Ren Assets evaluation report, the reporter found that only in the past year, Li Yuezhong held Villery Limited equity valuation of the value rose to 10.4033 million yuan, a premium reached 2 million yuan. More importantly, Li Yuezhong's participation in the 2007 increase in the 8.26 million yuan is not real money, but its utility model patent "split membrane biochemical reaction device" for 8.26 million yuan investment, and to become a major shareholder.　　So, Li Yuezhong This 10 million gold content of high, far from other shareholders comparable, even after the transfer of equity, he is still a large shareholder in Changzhou de Ze, Villery the actual control. On the other hand, the 10 million yuan bought only 14.8% of the equity, in addition to 2.9531 million yuan into the new registered capital, the remaining 7.0469 million yuan into the capital accumulation. Some professionals estimate that the majority of shareholders ' equity in the 2007 Villery belonged to the parent companyEquity, there is no capital accumulation, then after the end of the stroke in 2008, 30% of Equity, 70% into the capital accumulation, it looks like a loss.　　Coupled with a 2% per cent stake in the bet, the deal seems to be getting worse. "In the capital age, a year or 10 million may be able to buy 50% of the equity, late one year is likely to remain 10%." Although the increase in equity can win the favour of shareholders, it will also have the effect of diluted earnings per share and net assets per share, which will affect the distribution of profits and earnings per share in the next fiscal year.　　A beijing-based financial person told reporters. "In fact, before the listing of these things do not really care, you see now Villery has passed, the earnings per share of nearly 5 cents, the gem is now the average P/E ratio is more than 70 times, it listed after the price of 30 on the 40." Stroke into the stock price is only 3 yuan, and only came in two years on the market, maybe turn the hand on the 100 million, the last one of those ventures to 7, the cost of a lot of times. The most important thing is that these big shareholders only have a stroke of the lock is 12 months, the others have to wait 3 years, 3 years after the gem will be what kind of who knows? So count on the loss of gambling, it also absolutely no loss.　　The person also said. It's hard to die. Industry insiders revealed that the gem and SME plate of the quasi-IPO company, nearly 70% of the companies are suspected of gambling on the nature of the arrangements, and even PE bright "do not bet not to vote" cards. But less than 10% of the details that would really be disclosed in a prospectus like Villery.　　This stems from the regulator's strict adherence to the gamble-to go public, to give up the bet. "There's a reason the regulators are cleaning up PE," he says. Because if they only gamble on their own, it can be the result of conceit. But once the company is on the market, there is a third party interests need to be protected, that is, the vast number of small and medium-sized investors. At this point if the company in the bet on performance commitments and failed to achieve, it is possible to make impulsive business behavior, or direct financial fraud, or shareholder rights as a victim to pay for the bet, no matter which of the small and medium shareholders are unfavorable.　　A PE personage tells a reporter.　　So does the ban on the regulatory level make it unsafe for IPOs to vanish? "Under supervision, many would-be listed companies will adopt more covert, the more curved way to achieve this bet, such as other supplemental agreements, verbal agreements, or implicitly in the prospectus to change the terms of the arrangement, or simply do not disclose, this is difficult to do 100% of the regulation, can not be said to be absolutely prohibited.　　"he said. Stroke investment in the Villery in December 2008, the stroke vote to pay 2.9531 million yuan in monetary funds, equity ratio of 14.8% October 2009, stroke vote will hold 2% of the Villery equity transfer to Changzhou de Ze, equity ratio of 12.8% December 2009, Villery Increase capital, Introduction of new shareholders, the proportion of stroke equity diluted to 11.61%