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A year and a half ago, Wang Donglei, who had become a chairman of NVC Lighting and became the chairman of the board, entered a fierce war with NVC Lighting founder and CEO Wu Changjiang this week. Both sides controlled the control of NVC Lighting Factory and Ray. The support of the lighting distributors began to compete, and each held a press conference to blame each other.
This scene is like a re-enactment of the "Wu Wu War" two years ago. At the time, the chairman of NVC Lighting was the founding partner of Safran Asia Fund, and the Safran Asia Fund was also the largest shareholder of NVC Lighting. He accused Wu Changjiang of personally engaging in related transactions with NVC Lighting, obtaining unfair income, and repeatedly stressed that Wu Changjiang must end these to return to NVC lighting.
At that time, Wu Changjiang was the second largest shareholder of NVC Lighting. He did not hold any position, but because of the support of many NVC lighting employees and dealers, he stalemate for a short time.
At the end of 2012, the addition of Dehao Runda [0.00% Capital Research Report] solved the deadlock. Dehao Runda bought a lot of NVC Lighting stocks in the open market, and “shares shares†through a series of transactions with the shares of Dehao Runda and the shares of NVC Lighting held by Wu Changjiang. Since then, Dehao Run has become the largest shareholder of NVC Lighting, and Wu Changjiang is the second largest shareholder of Dehao Runda. Wang Donglei and Wu Changjiang were the chairman and CEO of NVC Lighting respectively.
However, the honeymoon of Wang Donglei and Wu Changjiang lasted only a year and a half. In August 2014, Wang Donglei suddenly made an attack and tried to dismiss Wu Changjiang from the fierce resistance of Wu Changjiang. The two sides began to repeat the scene of the summer two years ago.
How did Wang Donglei, who was once considered a "fisher's profit", came to today? Wu Changjiang, who competed with shareholders for corporate control for the third time, is there any chance of winning this time? We will wait and see.
Wang Donglei rushed into the game On December 27, 2012, Wang Donglei became the largest shareholder and chairman of NVC Lighting with lightning speed.
At that time, Wu Changjiang told the 21st Century Economic Reporter that in 2012, he and Wang Donglei met for the first time; Dehao Runda’s secretary-general Deng Fei said at the time that before this, Dehao Runda and NVC Lighting only negotiated. Cooperation in business and products does not involve cooperation in the capital market.
Deng Fei's so-called business cooperation, the first fulfillment of the contract is November 2012, Dehao Runda signed an agreement with a Canadian company controlled by Wu Changjiang. Within three years, Dehao Runda provided LED lighting products to the company. And the service, which promises to purchase LED lighting products of not less than 25 million US dollars per year from Dehao Runda.
Next, Dehao Runda “fast†is everyone’s surprise. From December 11 to 21, 2012, Dehao Runda quickly bought about 260 million shares of NVC Lighting in the open market, with a total price of about HK$700 million, and quickly held an 8.24% stake in NVC Lighting.
On December 27 of the same year, NVC Lighting and Dehao Runda both announced that Wu Changjiang intends to transfer 373 million shares of NVC Lighting or 11.81% of the shares to Dehao Runda for a total of 950 million Hong Kong dollars. At the same time, Dehao Runda is equivalent to obtaining an option to buy Wu Shijiang's remaining 6.79% of NVC Lighting's shares at a price of HK$2.95 per share, for a total of 633 million Hong Kong dollars.
Dehao Runda will be issued to the major shareholder Wuhu Dehao Investment (full name "Wuhu Dehao Investment Co., Ltd.") and Wu Changjiang, they will subscribe for 100 million shares and 130 million shares, respectively, priced at 5.86 yuan per share. If this private placement is successfully completed, the shares of Dehao Runda held by Wuhu Dehao Investment and Wu Changjiang are 24.73% and 9.3%, respectively, ranking the first and second largest shareholders.
In fact, Wang Donglei and Wu Changjiang are equivalent to a “share swap†across Hong Kong stocks and A shares. Wu Changjiang invested 760 million yuan to sell nearly 12% of the equity of NVC, and replaced it with a 9.3% stake in Dehao Runda and returned to NVC Lighting as CEO. Wang Donglei invested less than 1.2 billion yuan and became the largest shareholder of NVC Lighting, thus obtaining a very scarce resource in the LED field, namely the channel owned by NVC.
Wang Donglei recalled the strategy at that time and said: "Acquisition channels, acquisition of a brand is a strategy formulated when entering the LED industry in 2009. At that time, the dispute between Wu and Wu provided such an opportunity. We look at the two important assets of NVC. Clearly, the first is the brand, the second is the channel, as for the due diligence, the more is at the market level, the timing is not allowed for us to do more detailed investigation. Because Wu has too many negatives, he has doubts about Wu, also I knew that Wu had promised to the board of directors at that time not to do anything that would harm the interests of the company and the interests of shareholders."
Wang Donglei and Dehao Runda entered the LED field in 2009. In this way, they raised 3 billion yuan in three years, and received a lot of local government subsidies. They are distributed in LED epitaxial wafers, chips and packages, and their production capacity is rapidly becoming the mainland LED. The first echelon of the enterprise.
At the end of 2012, NVC Lighting, which was deeply mired in the shareholder crisis, is still the first brand of domestic lighting.
It is an excellent target for Wang Donglei, who has a huge investment in the early stage, intends to acquire channels and increase the future odds of the brand. What Wang Donglei needs to consider is how to enter the market.
According to other media reports, Wang Donglei once considered the acquisition of the equity of NVC Lighting held by Safran Asia Fund, but worried that after this, it is difficult to coexist with Wu Changjiang, so he finally chose to cooperate with Wu Changjiang.
Wang Wu Wars: "fisticuffs" open <br> <br> Wang Dong-lei think, BDO Runda White NVC is "currently the Chinese lighting market once the most valuable acquisitions." He analyzed: "After the acquisition of NVC, in May 2013, DHL Runda obtained the legal authorization of the 'NVC NVC' trademark, and began supplying LED light source products to NVC channel in July 2013. With NVC, Haorunda's LED products truly achieve large-scale production and high-volume shipments; with the LED products supplied by Dehao Runda, NVC has truly realized the decline in the cost of LED products and maintained its market share."
In April 2014, NVC Lighting announced that Wu Changjiang transferred 6.86% of the shares to Dehao Runda. Since then, Dehao Runda has held a 27% stake in NVC Lighting, and Wu Changjiang has only a 2.54% stake in NVC Lighting.
It seems that the cooperation between Wang Donglei and Wu Changjiang has been very happy. However, things suddenly changed.
On August 8, 2014, NVC Lighting held a board meeting to resolve the removal of Wu Changjiang’s CEO (CEO), with Wang Donglei as interim CEO. Dismissed with Wu Changjiang, there are three vice presidents of Wu Changjiang team - Wu Changyong (Wu Changjiang brother), Mu Yu and Wang Minghua. The reason for the four people being dismissed is that there is "misconduct".
After the board of directors, Wang Donglei’s person went to receive the business license, industrial and commercial materials and financial seals that the CEO was in charge of; the party refused to hand over Wu Changjiang. The people on both sides began to snatch and physically collide. This "full martial arts" retreats the contradictions between the two sides to the utmost.
Next, it is the war of words between the two sides.
Wang Donglei explained his sudden attack: "It was only three weeks ago that Wu Changjiang opened a dealer meeting to coerce them to form a new Wu Shi Holdings unlimited liability company, and intends to sign the company with the company for 20 years. The exclusive distribution agreement has made the company a shadow company parasitic on NVC. In addition, he secretly signed a 20-year brand license to three affiliated companies, and its role is also to rob the listed company of the exclusive trademark of NVC. The control of the company, the value of the company will be greatly reduced, which has already challenged the fundamentals of listed companies, and in fact destroyed the legal NVC lighting. The result is that Wu Changjiang himself can use the illegal and free use of the "NVC NVC" trademark. Obtaining huge personal benefits. This is an extremely serious act of short selling listed companies."
Wu Changjiang said to the media: Wang Donglei wants to transfer the core products of NVC to Dehao Runda to fill the financial “holes†of Dehao Runda. The company’s vice president and executive director Mu Yu disagreed. "Wang Donglei revealed the news of the transfer of the product to the sputum, to expel Mu Yu; I do not agree to expel Mu Yu, Wang Donglei is very unhappy about this."
In response to this accusation, Wang Donglei responded: "I am the major shareholder of NVC Lighting. I don't have the motivation. In my opinion, DeHao Runda and NVC Lighting are all related transactions, and the general related party transactions belong to the board of directors. In the case of a resolution, a major related party transaction needs to be submitted to the general meeting for voting. Whether it is a shareholder meeting or a voting by the board of directors, the related party has no right to vote. There is no law in the law that Dehao Runda violates the rights of NVC. According to the resolutions of the board of directors at that time, it can be seen that in order to play the complementary role of the two sides, the two product lines were divided. When the board of directors voted in this resolution, Wang Donglei and Dehao Runda related representatives did not have the right to vote. NVC Lighting The voting rights of the board of directors including Wu Changjiang were all voted in favor. As the manager, Wu Changjiang and Mu Yu also supported the resolution."
Wu Changjiang Third World War <br> <br> when two years ago, "Yan Wu war", the outside world has known, supplier relationship very iron and Wu Changjiang NVC. At that time, Wu Changjiang did not hold any position in NVC Lighting, and his stake was less than the equity in Safran Asia. It can be said that Wu Changjiang is a staff member and a dealer, and has been deadlocked for half a year.
Moreover, as early as 2005, NVC Lighting only had three major shareholders, namely Wu Changjiang, Du Gang and Hu Yonghong, and Wu Changjiang had great differences with the other two shareholders. At that time, Wu Changjiang first expressed his willingness to withdraw some cash, and the three also signed an agreement. Unexpectedly, more than 200 NVC lighting dealers rushed to the headquarters of NVC Lighting from all over the country, strongly demanding that Wu Changjiang stay. In the end, Du Gang and Hu Yonghong went out.
In 2005, 2012, and 2014, Wu Changjiang had many similarities with other shareholders, such as dealers.
So, is this Wu Wang war only the last two repetitions? On the surface, Wu Changjiang’s hands are getting fewer and fewer: his personal equity has fallen from 33.4% in 2005 to about 17% in 2012 and then to 2.54% in 2014. Today, he is a minority shareholder holding only 2.54%. Even if he was the founder of NVC Lighting, he once laid the "NVC Lighting" brand. Today, it is hard to say that NVC Lighting is the mine of Wu Changjiang. Lighting.
At the same time, Wu Changjiang's opponents are getting stronger and stronger. In 2005, Wu Changjiang was faced with two natural people who started his business together; in 2012, Wu Changjiang faced the Safran Asia Fund behind Yanhe; at most, Goldman Sachs and Schneider. As we all know, PE institutions are more financial investors. It is difficult to have the ability to directly take over the enterprise. If you want to find a professional manager from the outside, then the first and second major shareholders are so deadlocked, I am afraid that not many people are willing to intervene. In 2014, Wu Changjiang faced Wang Donglei. Since he has ownership of NVC Lighting, he is an entrepreneur himself. He has been managing a listed company and he is fully capable of directly controlling NVC lighting.
And after this conflict, Wu Changjiang did not win the support of more dealers. Dehao Runda announced that 80% of its distributors support Wang Donglei and presented a number of documents written by the dealers.
It can be said that the dispute between the chairman and the CEO of NVC Lighting has gradually become clear.
NVC's 2013 annual report shows that Safran Asia Fund still holds 18.5% of NVC Lighting; Schneider and Goldman Sachs hold 9.22% and nearly 6% respectively. But this time, these investment institutions are basically silent. 
NVC Lighting (02222.HK) is on the rise.