Now, with the insider exposure of Guan's illegal borrowing of Xinhua Life Insurance funds, the behind-the-scenes connection of Shenzhen Airlines' equity transaction two years ago has gradually surfaced.
It is a fait accompli that Huirun, a new shareholder, entered Shenzhen Airlines, although the source of acquisition funds is illegal, the trading procedures are illegal and the equity funds have not been settled. The sixth largest airline in China has completed capital increase at the beginning of this year-500 million yuan of capital increase is also a loan from customs. All kinds of actual investors behind Huirun, after spending huge sums of money to gain control of Shenzhen Airlines, are also seeking to cash out.
This tortuous and vivid China capital story has been staged for two years, and it is still not over. Li Heguan is two important figures behind the Shenzhen Airlines auction in 2005. "Huirun won Shenzhen Airlines with Li's relationship and money," said an insider close to Guan.
Li, a 54-year-old native of Xingcheng, Liaoning Province, once worked in the military production and operation department, reaching the highest management level, and was convicted and imprisoned three times for economic crimes. In 2004, when he wanted to sell his shares in Shenzhen Airlines, Li went to the front desk and changed his name on his ID card to Li.
Although Li relies on connections, he has no identity and capital, so he has to use others to acquire the shares of Shenzhen Airlines. At the end of 2004, he pushed Beijing Contemporary Group, a private enterprise, to bid for Shenzhen Airlines. At this time, there are many bidders for the equity of Shenzhen Airlines, including foreign-funded American International Group (AIG) and Xinqiao Capital. Domestic financial giants CITIC Group and Ping An Insurance, including Air China, the second largest shareholder holding 25% shares of Shenzhen Airlines, and Shenzhen Enterprises holding 0/0% shares of Shenzhen Airlines/KLOC, are all logistics.
Contemporary Group, born out of military enterprises, bid 654.38+57.3 million yuan for the 65% equity of Shenzhen Airlines held by GDB asset management company Guangkong Group. On June 5438+ 10, 2005, Guangkong Group made a report to Guangdong Province, and was ready to accept the offer of Contemporary Group. However, at the last minute, Air China and the whole logistics strongly opposed it, claiming that the old shareholders had the preemptive right. The parties were deadlocked, and Guangdong Province finally decided to open the auction.
On the eve of the auction on May 23rd, Contemporary Group suddenly withdrew from the auction camp and was replaced by Huirun and Yiyang, which had never appeared before.
Huirun is a project company specially established for bidding. It was established in Shenzhen in March 2005 with a registered capital of RMB 654.38+million, which was initiated by four natural person shareholders, Li, Yongjiang Qin and Song Zuyu, with Li holding 89% of the shares. Yiyang is a well-known private enterprise in Harbin, which started from the communication industry and owns the listed company Yiyang Xintong (SSE code: 600289). Deng Wei, the boss, is a CPPCC member.
In hindsight, the contemporary group withdrew from the bidding at the last minute, mainly for fear that the auction would lead to unbearable high prices. Yiyang entered because Huirun, with a registered capital of100000 yuan, was not qualified to bid, and secondly because Li Zhi was sure to win.
Also because of the pressure from rival China International Airlines, Li transferred all his shares in Huirun to a man named Li shortly before the auction. Air China's reason was that Li was still on bail. Zhao Xiang, a 67-year-old native of Northeast China, was the mayor of Huludao City, Liaoning Province. After retirement, he traveled between Liaoning and Shenzhen, with many contacts and his own career in Shenzhen.
In the end, Huirun and Yiyang beat the bidding consortium of Air China and Shenzhen Airlines with a price of 2.72 billion yuan. After winning the auction, Huirun even failed to raise the first 30% equity payment of RMB 8,654,388+0.6 million. Li and others are running around for this. "Guan and I are the fifth or sixth funders they found," said Liu Wenbiao, chairman of Western Credit Guarantee Co., Ltd.
Western Guarantee and Xinhua Life Insurance have a long history. In 2003, Western Guarantee joined Longxin Group and became a shareholder of Xinhua Life Insurance. Half a year later, the western guarantee transferred its equity to the Longxin Hainan Green Island Investment Company, which was finally controlled by the management.
Liu Wenbiao is also related to Tu Jianhua, the boss of Longxin Group. Tu Jianhua was the executive director of Western Guarantee when it was incorporated in Xi in June 5438+October 2003/KLOC-0.
Perhaps thanks to Liu Wenbiao's matchmaking, Li and others, who urgently needed a large sum of money to pay the down payment, got in touch with Guan who was holding a lot of "spare money" at this time.
In 2005, Guan prepared to form the parent company of Xinhua Holding Group, with the aim of finally taking full control of Xinhua Life Insurance. Guan decided to pull the closest ally of Xinhua Life's shareholders into Xinhua Holdings, and instructed Xinhua Life's fund operation department to transfer hundreds of millions of yuan into the accounts of companies such as Longxin Group as the funds for the latter to invest in Xinhua Holdings.
As a result, 430 million yuan of Xinhua Life Insurance entered Huirun account in batches through Longxin, and another 386 million yuan of Xinhua funds were injected into Huirun through other channels. Huirun thus paid the first equity payment to Guangkong Group.
Through this huge loan of 8160,000 yuan, Guan gained great voice in Huirun. Of course, Huirun is only an intermediary, and the ultimate goal of management is Shenzhen Airlines, a well-known airline with abundant cash flow and thus capital operation space.
Before reaching this goal, Huirun must first complete the transfer of Shenzhen Airlines' equity in legal procedures. According to the auction procedure, it must pay the second 50% equity payment of13.6 billion yuan before August 5, 2005. The deadline soon arrived, but Huirun's second equity payment was delayed. Guangkong Group even reported to Guangdong Province for instructions. If Huirun can't pay the equity payment, how will this transaction be handled?
Huirun began to pay in installments. On September 30, 2005, the last day before the National Day holiday, the last of the second equity payment of 654.38 billion yuan was finally credited to the Guangkong account. It is reported that this 654.38 billion yuan equity payment comes from high-interest loans from other channels. Although there is still a gap of 360 million yuan from the 65.438+36 billion yuan agreed in the transaction, Huirun has changed its mind. Just after the National Day holiday, Huirun put forward the requirement of equity transfer.
Air China once again tried to point out that the equity payment did not reach 80% of the predetermined amount, that is, the total amount was 265,438+76 million yuan, and the equity transfer was illegal. But at this time, the overall logistics of the third largest shareholder of Shenzhen Airlines, which had maintained a consistent position with it earlier, has fallen to Huirun. Huirun and Quancheng Logistics jointly hold 75% shares of Shenzhen Airlines, and the voting weight of shareholders is higher than two-thirds. Therefore, at the first extraordinary shareholders' meeting after Shenzhen Airlines' equity auction held on June 165438+ 10/6, 2005, the decision on equity transfer was finally passed.
How to ensure that Huirun continues to pay the balance of up to 904 million yuan?
Zou Xiaoping, general manager of Guangkong Group, introduced at the shareholders' meeting that day that Huirun had mortgaged its 20% stake in Shenzhen Airlines to Guangkong, and it was also guaranteed by the western guarantee company. After the shareholders' meeting, Huirun and Yiyang quickly completed the equity transfer, holding 55% and 10% shares of Shenzhen Airlines respectively. Half a year later, Yiyang transferred all its shares to Huirun. The insider said that this once again proves that Yiyang's participation in the Shenzhen Airlines equity auction is a transitional arrangement.
With the equity transfer, new shareholders' representatives entered the board of directors of Shenzhen Airlines on a large scale. Zhao Xiang, chairman of Huirun, serves as chairman, Song Zuyu, shareholder of Huirun, and lawyer Xu, auction agent of Huirun, serve as directors; Liu Wenbiao, the chairman of the Western Guarantee as a fund matchmaker and equity guarantor, and Xiao Qiang, the president of Longxin as a fund lending intermediary, also serve as directors. Although Air China and Quanlogistics still occupy several seats on the board of directors, they are obviously weak.
Li Heguan is inconvenient to enter the board of directors of Shenzhen Airlines, but he is still one of the actual controllers of Shenzhen Airlines. People soon saw that Li, as the first person in Shenzhen Airlines, frequently appeared in various public occasions. The newspaper reported that Li's first public activity was in June 65438+1October 265438+1October 2005. Li He, then general manager of Shenzhen Airlines, met with the leaders of Guangxi Zhuang Autonomous Region. Li appeared in the name of "Li" and was named "Senior Leader of Shenzhen Airlines", ranking first.
Even after the former mayor of Huludao officially became the chairman of Shenzhen Airlines, a series of foreign activities of Shenzhen Airlines still showed Li's de facto position as the number one person. From June 5 to 10, 2006, leaders of Henan province met with leaders such as Li, Li and Li. In the report of Henan Daily, Li (Li), who holds the title of "Senior Consultant of Shenzhen Airlines", ranks ahead of the chairman.
Hide the secrets behind the scenes and use Shenzhen Airlines to realize many of their own interests. Shortly after Huirun's representative fully entered the board of directors of Shenzhen Airlines, he paid off his personal debt of 654.38+0.28 billion yuan to Zhang Hongwei, the chairman of Dongfang Group, with Shenzhen Airlines' assets as the guarantee.
In the board of directors of Shenzhen Airlines, the tension between Air China and Huirun has never stopped. In mid-2006, Huirun proposed to Air China that both parties increase their capital and become shareholders in Shenzhen Airlines at the same price. However, Air China believes that as an old shareholder for many years, it should compensate for the cost of increasing capital and shares. At the same time, Air China, as a minority shareholder, has been excluded from the decision-making power of Shenzhen Airlines for a long time and doesn't know much about the assets of Shenzhen Airlines, which has also become the reason why it doesn't want to increase its capital rashly.
Therefore, Huirun decided to unilaterally increase capital first. At the end of 2006, Huirun increased its capital by 500 million yuan to Shenzhen Airlines. Among the expanded total share capital of 800 million yuan, Huirun's shareholding soared to 86.875%. The shares of Air China and Quancheng Logistics were diluted to 9.375% and 3.75%. The capital increase was borrowed from the deposit of 500 million yuan for the sale of Beijing Huaping Building.
Air China, which was marginalized in equity, finally decided to participate in capital increase. On June 5438+ 10, 2007, the two parties signed a formal agreement, and Huirun transferred the equity of 15.625% to Air China, returning to the traditional level of 25%. The whole logistics accepted the fact that the equity was diluted.
It is reported that after Guan was investigated, 8160,000 yuan of Xinhua Life Insurance funds transferred to Huirun through Longxin Group has been partially recovered; However, the whereabouts of the 500 million yuan that Guan added to Shenzhen Airlines through the disposal of Huaping Building are still unknown. According to the shareholders of Xinhua Life Insurance's "anti-customs" camp, Guan was able to obtain huge loans from Huirun to increase the capital of Shenzhen Airlines, even though he owed Xinhua Life Insurance a huge sum of money and was recovered by the China Insurance Regulatory Commission. It is he who has the ability to pay back the money and refuses to pay it back.
This is not the whole story. In 2006, despite the intensification of internal contradictions among shareholders of Xinhua Life Insurance and the weakening of the "Guan camp", Guan still used his influence on Huirun to arrange Shenzhen Airlines to take a stake in Xinhua Life Insurance. According to an internal statement of Shenzhen Airlines, in 2006, the company had planned to allocate about 646 million yuan to acquire a "hotel asset". According to insiders, the so-called acquisition of "hotel assets" is actually the acquisition of the equity of Xinhua Life Insurance, that is, the shares of Xinhua Life Insurance 13.04% held by Oriental Group Co., Ltd. and Oriental Group Industrial Co., Ltd.
Based on the total 65.438+02 billion shares of Xinhua Life Insurance, 65.438+03.04% shares are about 65.438+56.5 million shares. Shenzhen Airlines plans to buy it for 646 million yuan, and the price per share is about 4. 13 yuan. In the eyes of people familiar with the matter, Guan arranged for Shenzhen Airlines to acquire the equity of "Oriental Department", or there may be considerations to enhance its control in Xinhua Life Insurance. Zhang Hongwei, the boss of "Oriental Department", is willing to sell his shares in Xinhua Life Insurance to Guan, or he may want to cash in. But the deal finally failed to be reached. Part of the reason is that the CIRC has decided to use the insurance protection fund to acquire 5.02% shares of Xinhua Life Insurance held by Dongfang Group Industrial Co., Ltd. at a price of 5.99 yuan per share.
According to the annual report of Shenzhen Airlines in 2006, the total assets of Shenzhen Airlines Group (mainly Shenzhen Airlines, with a small amount of auxiliary assets) are 65.438+0.4159 billion yuan, an increase of 9.745 billion yuan or 22.65438+0% compared with 2004 before the new shareholder Huirun entered. The total liabilities of the Group are 125. 1 1 100 million yuan, an increase of 8,865.438+0.6 billion yuan or 238.6% compared with 2004. Almost all the new assets come from bank loans, which not only shows that Shenzhen Airlines has achieved rapid development after the new shareholders took office, but also reflects that the main driving force for high growth comes from bank loans.
Although the above transaction has not been completed, Shenzhen Airlines, which has been in a state of high debt ratio, decided to spend 646 million yuan on foreign equity acquisition. Its essence is only to make long-term equity investment with large bank loans, and the investment target is financial assets, which has nothing to do with the main business of Shenzhen Airlines. However, there is no precedent for Shenzhen Airlines to invest in financial institutions, and huge investment obviously has risks, which will eventually affect banks as the main providers of funds.
The above-mentioned acquisition plan shows that as a behind-the-scenes fund lender to participate in Shenzhen Airlines' equity transaction and subsequent capital increase, its influence is enough to influence the development direction of Shenzhen Airlines. Today, customs is facing "liquidation", how to deal with the huge loan it lent to Huirun is the focus of people's attention.