Dangdang Luoshengmen: Detailed explanation of Qingyu’s equity confrontation, who is the optimal solution to the Dangdang puzzle?

Dangdang Luoshengmen: Detailed explanation of Qingyu’s equity confrontation, who is the optimal solution to the Dangdang puzzle?
Who is Dangdang when Yuqing fights?For this e-commerce company with a history of more than 20 years, the dismantling of the “married couple” is part of the breakdown of the marriage between Yu Yu and Li Guoqing, and the beginning of the company’s turbulent period.  From April 26th, “Guo Zhang”, Li Guoqing successively used the official seal to issue multiple announcements in the name of Dangdang, including the transfer of Yu Yu to the personnel appointment of Dangdang Public Welfare Fund.According to his “three-step” strategy, after completing the takeover of the official seal and the formation of the team, the third step will be to enter Dangdang and “stick the seal” to Yu Yu.  ”In our internal view, their management skills are very strong, and they can continue to advance towards a goal, but there are still some differences between the two.In an interview with reporters last year, Dangdang Vice President Chen Lijun said that Yu Yu is more prominent in systems, processes and standardization; Li Guoqing is a business cadre who likes to do things by himself and runs forward with everything.  But it is precisely this difference that lays the groundwork for the outbreak of conflict between the two sides.In fact, Li Guoqing and Yu Yu’s struggle over Dangdang’s control power is behind their differences on the company’s development route: Li Guoqing hopes that Dangdang can enter the cultural consumer market around book e-commerce, and he even actively embraces new technologies such as blockchain;Yu Yu hopes that Dangdang will stick to “small and beautiful”. She is satisfied with the existing company’s 70% revenue book and a net profit of 400 million to 500 million per year, and does not pursue the company’s rapid development.  Li Guoqing once said that the best settlement result is that part of it will buy the other party’s equity, not who drove who away, “or I bought her, I was the controller, or she bought me.”But now the two sides have no way out. Before waiting for the divorce lawsuit, Dangdang, who is in the center of the vortex, will continue to be under great uncertainty.  Shareholding puzzle: Why is there a difference in the number of shares held by Li Guoqing and Yu Yu?  Regarding Dangdang’s equity, there are three different versions of Li Guoqing, Yu Yu and the disclosure of the industrial and commercial information system.  The industrial and commercial information system shows that Li Guoqing and Yu Yu hold 27 shares of Dangdang Kewen respectively.51% and 64.2%, while Tianjin Qiancheng Enterprise Management Consulting Partnership (Limited Partnership) (hereinafter referred to as Tianjin Qiancheng) and Tianjin Micro Enterprise Management Consulting Partnership (Limited Partnership) (hereinafter referred to as Tianjin Micro) belong to employees of Dangdang.Platform, holding 4 shares respectively.4% and 3.61%, that is, Li Guoqing said multiple companies supporting his minority shareholders.  But the actual situation is different from the disclosure of the industrial and commercial information system.According to the disclosure of Kan Min, vice president of Dangdang, Yu Yu currently holds 52 shares of Dangdang.23%, Li Guoqing was 22.38%, the son of the duo owns 18.65% (held by parents), based on this calculation, the total number of shares of the three persons is 93.26%; two employee shareholding platforms hold 3 shares respectively.58% and 2.93% (total 6.51%).  Li Guoqing said that the couple held a total of 91.71% of the shares, assuming he will get 45 shares after the divorce.855% own companies engaged in certain small shareholders (total 8.01%) support, he will support more than half (53.865%) Dangdang takeover through the shareholders’ meeting in advance.  Yu Yu and Li Guoqing have different opinions on the total number, which is essentially that the two parties have differences in the identification of the main operator of Dangwang-Li Guoqing believes that the current main operator of Dangwang is Dangdang Kewen, while Yu Yu believes that the main operator is BeijingDangdang Information Technology Co., Ltd. (hereinafter referred to as Beijing Dangdang).  In fact, the details of Dangdang ‘s equity are disclosed in the HNA Technology (formerly known as Tianhai Investment) acquisition plan.In April 2018, HNA Technology disclosed the restructuring plan. At that time, the company planned to purchase 7.5 billion shares of Dangdang. Therefore, the plan explained Dangdang ‘s shareholding structure before and after the demolition of red chips and VIE structures.  The plan disclosed that before Dangdang.com dismantled the red chip structure, Dangdang Kewen was held by Li Guoqing and Yu Yu each with 50% shares, while Beijing Dangdang as an overseas entity agreement to control Dangdang Kewen, Li Guoqing and Yu Yu held a total of 74 shares in Beijing Dangdang.61%, leaders hold 6.51%, external investors hold 18.65%.  However, after the dismantling of the VIE structure, Dangdang Kewen’s shareholding structure has undergone new changes.Yu Yu, Li Guoqing, Tianjin Kewen, Tianjin Guoluo Sifang holds 91 shares of Dangdang Kewen.71%, Tianjin Qiancheng and Tianjin Microcosm hold 8 employees.01%, these two figures are no different from what Li Guoqing said and the current disclosure of the industrial and commercial information system.  Beijing Dangdang, as an agreement control entity, was acquired by Dangdang Kewen in the process of privatization of Dangdang.com.According to the industrial and commercial information system, on August 30, 2018, the sole shareholder of Beijing Dangdang was changed from the original e-commerce (China) Co., Ltd. to Tianjin Dangdang Kewen E-commerce Co., Ltd., which was appropriately a wholly-owned subsidiary of Kedang.  It is disclosed in the acquisition plan that Yu Yu, Li Guoqing and his son indirectly hold Beijing Dangdang 93 in total.26% equity, this is the specific data that Kan Min disclosed the property rights details on the April 26 conference call, that is, Yu Yufang believes that the operating entity of Dangwang should be Beijing Dangdang.  Because the two parties have differences on the company’s operating body, it can explain why the duo’s repeated shareholding data are different. At the same time, the disclosure of the shareholding structure in the plan also confirmed Li Guoqing’s statement.He recently said that the territory of Dangdang (that is, Dangdang Kewen) has acquired overseas Dangdang (Beijing Dangdang), and said that no son holds shares.  In other words, Li Guoqing believes that after Dangwang completed the privatization, in September 2016 he and Yu Yu’s share grant to his son has been terminated, because Beijing Dangdang has become a subsidiary of Dangkewen, and Dangdang is currently operating.The subject should be Dangdang Kewen. In Dangdang Kewen, the son of the couple does not hold any shares.  Who can get more than half of the support?The divorce case of Li Guoqing and Yu Yu, which holds shares and small and medium shareholders as key variables, has not yet ended, but any party who wants to take full control of Dangdang must have more than 50% of the equity.  More than half of what Li Guoqing said was supported, and the shareholding that was established for his son was also transferred to the property within marriage.”Replace my son’s (shares), replace her mother’s trust (shares), and the rest of her (Yu Yu) thinks this is a joint property. That means that the company’s past distribution arrangements are marriage property agreements. I think it canNo.”Yu Yufang believes that from August to September 2016, Yu Yu, Li Guoqing and his son have signed the distribution document, and the son’s property rights are no longer within the marriage property.”  Li Guoqing once told Sauna, Yewang at the end of last year, “When it was listed in the United States, serial shares accounted for 32%, of which I was 27.5%, Yu Yu 5%, and later, when Dangdang was privatized, I agreed that Yu Yu ‘s share ratio became five to five.”Li Guoqing said that Yu Yu had suggested that both parties should give each son half and half, and that she would hold all of the son’s equity. In the end, Yu Yu held 64% of the shares and Li Guoqing held 27.5%.  Zhao Zhan, an attorney from Beijing Zhilin Law Firm, said in an interview with Saiyan.com that if they did present a gift of equity to the child, they actually carried out the transfer procedures, unless the gift contract was notarized, otherwise according to the contractAccording to the law, the donor can revoke the gift before the property rights of the gift are transferred.  ”If the gift can be cancelled, the so-called gifted equity still belongs to the scope of the husband and wife’s common property.”Zhao Occupation believes that once the gift contract is not notarized, it is not disaster relief, poverty alleviation, social charity, moral obligation, and no actual expenditure, it can be revoked.”  If the son ‘s equity is still counted as the property of the marriage, and the Li Guoqings and his wife divorced, they will get 45 shares.855% of the variables that affect Dangdang’s control will become the company’s small and medium shareholders.Dangdang Kewen currently belongs to a total of three companies holding 8 shares.29%, of which Dangdang ‘s management team holds 8.01%, 0 remaining.28% is owned by Shanghai Yixiu Enterprise Management Center.  According to Li Guoqing, he has received support from Tianjin Qiancheng and Tianjin Micro, a small shareholder company.The number of people’s equity.  According to the industry and commerce information system, Tianjin Qiancheng and Tianjin Micro respectively hold Dangdang Kewen4.4% and 3.With 61% of the shares, the number of shareholders of the two companies is 42 and 35, respectively. Among the two companies, Kan Min, Chen Lijun, Li Haitao, Zhang Yi, Yao Danqian, Lei Dawei, etc., who have a higher shareholding ratio  Min has publicly stated that he will support Yu Yu.In Tianjin Qiancheng and Tianjin Micro, Kan Min holds 20 shares respectively.8006% and 5.191%, based on this calculation, he holds about 1 share in Dangdang Kewen.1%.Dangdang Kewen holds about 0.682% of Chen Lijun also told reporters that he was not informed of the so-called shareholder meeting and would continue to support Yu Yu.  And on April 26, Zhang Dang, vice president of Zhang Dangdang, who participated in the official seal grabbing, held only 0 in Tianjin Qiancheng.0105%, but he is the legal representative of the company, and he also holds shares in Tianjin Micro.3014%.Dangdang Kewen holds about 0.3% of Zhang Wei is regarded as a party to Li Guoqing. In an interview with AI Finance and Economics, he said, “I can only say that I represent the rights and interests of the team’s minority shareholders. The team’s minority shareholders hope to see the company improve its governance structure.Hope to date new investors and hope that Dangdang has a better future.”Line battle: Li Guoqing” radical “, Yu Yu” conservative “?  Zhang Wei said “hope Dangdang has a better future”, referring to the company’s business-scale development.China ‘s e-commerce industry has been developing for more than 20 years, and Dangdang, established in 1999, is the “living fossil” of the e-commerce industry, which not only witnessed the ups and downs of Amazon in China, but also the rise of Pinduoduo in Ali, JD.com.  The reason is that Dangdang has been sticking to the e-commerce field of books for many years, and hesitated in developing other categories, which led to the loss of opportunities and was eventually overtaken by other e-commerce platforms.Dangdang was the first to go public in 2010, ahead of Alibaba and JD.com in the capital market, but JD.com was heavily attacked by JD.com after it intervened in the price war after intervening in the book project.Later, in new categories such as maternal and child department stores and fresh foods that emerged in 2014, Li Guoqing led the team to attack the “big comprehensive” category, but Dangdang, who insisted on the self-operated model, continued to burn money in new projects and profit-orientedDangdang did not persevere in the end.  This is the split between Li Guoqing and Yu Yu that laid the fuse.According to Dangdang, Li Guoqing and Yu Yu reached a consensus in the summer of 2014. Yu Yu took over Dangdang in an all-round way. Li Guoqing deviated from his vice president several times and expressed his 50th birthday soon. The decision to quit Dangdang was decided.  However, Li Guoqing said that after discussing with Yu Yu, Yu Yu decided to manage the business of Dangdang restructuring. He took 10 million US dollars of funds provided by Dangdang to develop new businesses, including self-publishing, physical bookstores, e-books, and department stores.Brand etc.  However, three years later, in January 2018, Li Guoqing said that Yu Yu forced him to surrender his new business and become a new business group to belong to the various ministries. He was only responsible for the Ministry of Public Affairs (government affairs).Li Guoqing stated that Yu Yu’s reason at the time was not to interfere with the process of selling Dangdang HNA.  However, when Dangdeng once responded that in fact, when the company was about to formulate a budget for the next year at the end of 2017, Li Guoqing said that he wanted to “horizontally push” and that he wanted to “revenge” Dangdang.Therefore, at the time, the two co-signers wrote a letter “Forcing the Palace”, asking Li Guoqing to leave Dangdang and saying “No matter which way the company takes, we will stand with Peggy (Yu Yu).”After that, in February 2019, Li Guoqing finally announced his withdrawal from Dangdang on Weibo. He first announced his appointment as the CEO of CRYSTO public chain ecological ownership DAPP, and then established a new project” Reading sooner or later “.However, less than half a year later, Li Guoqing decided to divorce Yu Yu, and shot Yu Yu everywhere. The couple finally turned against each other and started a fierce battle around Dangdang’s control.  Li Guoqing and Yu Yu’s wrestling in Dangdang’s control is behind the differences between the two on the company’s development route.In the 21st year after Dangdang was founded, the ambitious Li Guoqing hoped to move into Dangdang from the book e-commerce to enter the broader cultural consumer market, and Yu Yu, who claimed to be “not chasing the wind”, highlighted the company’s steady development.  In the personnel adjustment on April 28, it was not serious that Li Guoqing held a “radical” attitude towards Dangdang’s transformation-in addition to inviting former veterans to return to Dangdang, he also said that Dangdang urgently needed to recruit several 85, 90 and 90 vice presidents, On knowledge-oriented, social e-commerce, new Internet operations and department store business.Therefore, Li Guoqing also shouted to Yu Yu, asking shareholders to issue a 20% additional budget incentive to existing and new backbones (without extending the deputy general rank) to get her consent.  According to the financial report data of the past ten years, Dangdang appeared after the listing due to the book price war and the development of new categories. After the company completed its privatization in 2016, the company’s net profit increased significantly and steadily. This is largely due to Dangdang’s abandonment.Pursue market share conversion and pursue profit-Although missed the outlets such as mother and baby, fast-moving consumer, fresh food and social e-commerce, Dangdang held the site of book e-commerce, so the company occupied 40% market share in the book category, and70% of the income comes from the book field.  Therefore, Dangdang may lag behind emerging e-commerce platforms such as Pinduoduo, but live better than expected.Dangdang said at the end of October last year that the company achieved 6 in 2019.100 million US dollars of operating profit, and no rejection.Kan Min also told reporters on a conference call on April 26 that the company’s revenue and net profit increased by double digits last year.  Sauna, Ye Wang, Lu Yifu, Cheng Zijiao, Editor-in-Chief Xu Xiao, Editor Sun Yong, Proofreader Wang Xin