Wednesday, December 15, 2010

States United States the mess: Huang shake hands with Bain Capital.

Gome Huang Guangyu <P> founding family shareholders and Gome Chairman of the Board Chen led the company between the States United States control of the board battle, and finally in Hong Kong on September 28 decided at the Extraordinary General Meeting a result, .means that the United States entered the battle for the mess, but the final winner who can not be decided at the shareholders meeting of the. .</ P> <P> Huang move four of the five were not, but it changed the status of major shareholders, equity dilution risk is resolved, can still launch a new offensive. .</ P> <P> looming crisis, "9.28" before and after, talking about non-listed Gome stores 370 the fate of both parties behave aggressive and full of the situation of the two countries the U.S. does not seem to kill each other .can be avoided. .</ P> <P> dramatic change is in the early battle has been the feeling of support forces behind Chen's Bain Capital, in a decisive battle on the eve of frequent contacts with the Huang family. .This affects the "9.28" vote, although the United States won the majority of the Board unexpectedly moved by the victory, maintaining the stability of the current board of directors, so that the original intention of the Board restructuring Huang disappointed, but Wong also received a major .Victory: The Board revoked the additional 20% of the shares on the general authorization. .</ P> <P> Huang Bain Capital and the relationship between the subtle changes, undoubtedly this will substantially affect the United States for nearly six months ending battle, and the impact of this battle, another hero .- Chen's future. .</ P> <P> unspeakable outcome </ P> <P> "9.28" After the voting, observers generally believe that the removal of additional 20% stake in a general mandate, and Bain Capital have chosen .support the motion Huang; Correspondingly, in the re-election of the Managing Director Zhu Jia Bain Capital is a country the United States on a non-executive directors, Wong, also voted in favor. .</ P> <P> and Bain Capital to establish direct communication channels to reach some kind of compromise, so that Huang has been dilution of equity risk being lifted, the Huang family in the country that the battle for control of the United States made .The greatest victory. .Huang declined to be named the core of persons in the Oct. 7 to the "financial" and a written reply in the interview said: "Our move is mainly based on two aspects, first, to avoid dilution of their equity; the second is the restructuring of the board, change our .that unqualified candidates. "</ P> <P> Huang restructuring the Board's motion not difficult to understand the reasons for temporarily stranded. .A source close to the country the United States pointed out that, although the yellow one-sided home on the Web to obtain popular support, but specific to the investors to vote, there are two fatal Huang has been difficult to win in their first, Huang lack of future development for the States United States .Planning a convincing; second candidate Huang Zou Xiaochun, chairman introduced, the influence is weak, compared with the current chairman Chen Xiao, quite unconvincing. .</ P> <P> 9 12, Zou Xiaochun second to accept the "financial" reporters, and one month before the first interview than when emotions become heated, the conversations could not suppress a winner in the excitement, .Haha often broke out laughing, and said with a smile to "9.28" decisive battle won seats in the Executive Director as "a little girl 10 years old birthday present." .But "9.28", the Zou Xiaochun reporters reject phone. .</ P> <P> 8 月 30 日 suspended prison commuted home from the second trial the wife of Huang cuckoo is considered to be a "928" battle of the yellow house coach, but she was actually acting in a low-key, mainly to do .Some work behind the scenes. .Zou Xiaochun still command the stage debut. .</ P> <P> analysts believe that the occasion of the cuckoo from prison, although she is also chairman of the nomination Zou Xiaochun do not quite satisfactory, but the moment there is no better candidate, so Zou Xiaochun has been maintained as a stage coach to September .28. .</ P> <P> Huang obviously do not think this defeat will be final, meaning significant comeback. .</ P> <P> core Huang said, "As Gome more dispersed ownership structure, institutional shareholders, mainly in Hong Kong and overseas, the founding shareholders do not have enough time and opportunity to our shareholders in-depth communication, the future founder of .Shareholders will use the road shows, visits, and other forms of news media to enhance communication with shareholders, we have full confidence to win more understanding and support of shareholders. "</ P> <P> theory, three months later, Huang can then .to convene an Extraordinary General Meeting of the motion for the restructuring of the Board. .</ P> <P> gains an enemy </ P> <P> in the "9.28" on the eve of, through intermediaries, Bain Capital and the Huang Xiuhong Huang, Huang Yanhong, azaleas and others met several times to communicate .to reach a consensus on many issues, but Chen Huang immediate withdrawal of the board of directors proposed by the presidency of the motion was opposed to Bain Capital. .</ P> <P> but the two sides have been by the previous confrontation, quietly into a degree of understanding and compromise. .</ P> <P> Bain declined to be named on September 30 core members to accept the "financial" reporters, said, "9.28" after the vote, Bain Capital and the Huang family has not made further communication, but the two sides " .will build bridges. " .</ P> <P> present a more pressing issue is controlled by the Huang Guangyu 370 is not listed Gome stores, had been hosted by the listed company, and commissioned the management fees charged, "9.28" decisive battle on the eve of .Huang Jiayang words, if the votes lost to independent stores are not listed. .And Chen has responded, will be held before October 30, the implementation of listing some stores and some stores are not listed on the separation. .And insists that this separation on the part of the country the United States market will not have substantial impact, because not listed did not enter the store's operating profit statements of listed companies, listed companies charge hosting fees is listed in "other income" in the column .. .</ P> <P> According to "The Wall Street Journal" reported, these stores in 2009, the escrow fee of 2.3 million. .</ P> <P> this, the core members of the Bain accept the "financial" interview also said that if separate store Huang made the move, Bain Capital will not take any action, because in any case, the listed part of the door .Unlisted store far more than the number of parts, even if the original agreement null and void, competitive relationship between the two, listed some of the impact of stores, much less than non-listed parts. .</ P> <P> In fact, Bain Capital could not tolerate the separation of stores, because stores are not listed, including some very high-quality stores, if separated, the two compete, the United States will affect the performance of the country, as a few years later .will opt out of the institutional investors, Bain Capital do not want to see such results occur. ."</ P> <P> Therefore, before the end of 10, Huang and Bain Capital to considerable room for negotiation. </ P> <P> for the relationship with the Huang family, to accept the" financial "Bain interview .who is also an anti-core before the confrontation, claimed that Chen does not necessarily support and oppose the yellow house, "We are all matter-and not to people on the matter. .We share the same fundamental interests Huang Guangyu, the hope that companies do a good job, to improve shareholder value. .We do not have pieces of things will be the same with President Chen, consistent with Huang Guangyu, but to see what other things, not to mention President Chen anything we all support. ."</ P> <P> Bain Capital is now even recognized by the board to increase the performance of a representative of the attitude Huang." They want to be represented on the board, I think this is correct. .But it is not my final say. .This matter requires Board agreed that shareholders need to agree that this (the Huang family requirements) is clearly rejected. ."The source said. </ P> <P> Huang talked about the greatest concern - Chen left, the person said:" We want him to stay, without a time limit, not to say that left to the next or .What we hope he continues to do. .But things will get, perhaps after President Chen did not want to do that, we say no, it does not necessarily mean support for the next general meeting of shareholders. ."</ P> <P> Clearly, Bain has released such a signal: Chen contributed to the past, he is very important, but not necessarily essential. </ P> <P> who is .coach </ P> <P> printing of still rumors, Huang brother, the former States United States States President Zhang Zhiming may return to the United States. In response, Huang said: "There is no decision in this regard. ."</ P> <P> but the objective is to increase that possibility." 9.28 "decisive defeat Huang is an important reason is that nominees Zou Xiaochun, chairman of the influence of far less compared with Chen. Huang .home again, fighting for control of the Board to recommend candidates for chairman of the board is bound to find candidates with Chen considerable strength. </ P> <P> breakdown Wong four siblings, older brother and his wife Chen Ruowen Deng Liuren Junqin contract fraud case .on July 13, 2010 filing in the Beijing Second Intermediate Court, the prosecution twice extended period, yet the first instance court; brother Huang Final jailed for 14 years, left more than 12 years imprisonment; Sanmei Huang Xiuhong in the previous two .brother was arrested, in charge of Eagle Investment, Eagle Real Estate, has been unable to distraction; as a Finance Director of the Simei original Gome Huang Yanhong "9.28" decisive battle and Zou Xiaochun partner, has not been recognized by institutional investors and two shareholders. And Yellow .Huang's mother had lovely family over the years has unrivaled influence, but old, only with the cuckoo still hidden behind the probation. </ P> <P> battle for the next Board of Directors ., the Huang family camp who is in command? It appears that in the States United States develop the most critical stage of 1998-2001 at the helm GOME Zhang Zhiming, is undoubtedly the most suitable candidates. Chang is not only well versed in States United States operations, and to state dollars and old people also have profound .basis of trust. </ P> <P> 2005 before and after the light to go abroad and throughout the United States Department of Eagle Zhang Zhiming, and the "National American empire," the dominant Huang Guangyu has a deep holidays, sources close to the country the United States, the United States listed in Hong Kong, Huang .Glory did not honor the U.S. sub-options to the hero of the country's commitment to Zhang Zhiming, resulting in very unhappy Zhang Zhiming, and Huang Yanhong, Zhang Zhiming bloom away, set up a "Tomorrow Land", to create their own real estate business and get good results. </ P> <P> ."I want the reunification Zhang Zhiming, Huang and I have to put aside past grudges Zhang Zhiming, two re-planning the future pattern of interests in the United States. ."A close observation of the country believe that the United States. Earlier, the two sides apparently did not bridge the crack. States United States control over the battle-front, has been the principal Huang Xiuhong, August 30 Du freed after a behind the coach. Huang Yanhong, although the nomination .as an executive director, but she has been the situation in August were, in fact, a moral role of supporter. </ P> <P> However, there are signs showing Zhang Zhiming Huang relations with the recovery. rhododendrons were suspended ., thanks to the timely payment of the 2 billion fine. of which 50 million yuan to Zhang Zhiming couple raise. </ P> <P> 9 28, Zhang Zhiming, Huang Yanhong appear in Gome EGM to vote on-site in Hong Kong for .Huang to help out. </ P> <P> EGM scheduled in the afternoon half an hour of the shareholders and board of directors on-site communication. "financial" press notes, Bain Capital Managing Director Jonathan Zhu speech, no less than 20 times .will look to invest Huang Yanhong, Zou Xiaochun. Huangyan Hong nodded at least three times, Jonathan Zhu has finished speaking, Zou Xiaochun will take the lead in applause. The Sitting next to Jonathan Zhu did not look Huang Yanhong Chen is from beginning to end. </ P> <P> signs .shows, the United States battle for the final outcome is likely to be: major shareholders Huang Bain Capital shake hands with the two shareholders and build a mutually acceptable pattern of interests. and Chen, it may be a period of time, conflicts in both quiet .occasion, in a dignified way to leave the United States, thus ending this controversial career in professional managers. </ P> <P> information </ P> <P> States United States September 28 Extraordinary General Meeting voting results .</ P> <P> 1. re-election (Bain) Jonathan Zhu as a non-executive directors, in favor of the total vote share 94.76%, against the total 5.24%. </ P> <P> 2. re-election ( .Bain) Ian Andrew Reynolds as a non-executive directors, in favor of the total 54.65 percent vote share, against the total 45.35%. </ P> <P> 3. re-election (Bain) Wang Li Hong-based non-executive director .accounted for 54.66 percent vote in favor of the total, against the total 45.34%. </ P> <P> 4. Real-time cancellation of the Company in May 11, 2010 annual general meeting adopted to allot, issue and trading of the Company .Shares of the general mandate to vote in favor of total accounts for 54.62%, against the total 45.38%. </ P> <P> 5. real-time revocation of Chen as the Executive Director and Chairman of the Board positions, the total vote in favor of accounting for 48.11% ., against the accounting for 51.89%. </ P> <P> 6. D as a real-time revocation Sun executive Director of the Company, the total vote in favor of accounting for 48.12%, against the total 51.88%. </ P> <P> 7. .Zou Xiaochun real-time appointment as executive director of the Company, the total vote in favor of accounting for 48.13%, against the total 51.87%. </ P> <P> 8. Real-time Miss Huang Yanhong appointed executive director of the Company, in favor of the total vote share 48.17 .%, against the total 51.83%. </ P>.

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