Beijing Philisense Technology Co., Ltd. agreed to acquire Beijing Air-world Science & Technology Co., Ltd. from 18 shareholders for approximately CNY 240 million.
September 25, 2014 at 05:00 am
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Beijing Philisense Technology Co., Ltd. (SZSE:300287) agreed to acquire Beijing Air-world Science & Technology Co., Ltd. from 18 shareholders for approximately CNY 240 million in cash and stock on September 17, 2014. As consideration, Beijing Philisense Technology will issue 6.4 million shares at CNY 26.24 per share and CNY 72 million in cash. The sellers include Zhang Junfeng, Lang Fuzhi, Ma Weidong, Luo Yunbo, Wang Guozhong, Shi Quan, Xu Hongtao, Hou Shuguang, Li Shoxiong, Yang Bin, Li Jinghua, Zhang Kai, Zhou Tianning, Ren Feilan, Chen Weiguo, Chen Chao, Chen Yumin, Wang Xunzhou, Wang Meng, Gao Dexi, Hu Jiwen, Yang Yingjie, Yu Hongwei, Qi Yongjun, Liu Kongquan, E Junchao, Ma Zhen, Huang Haizhan, Li Zongxiang, Huang Yanming, Pang Jinbo, Yang Wenhua, Wang Zhi, Ren Jie, Wu Jun and Zhang Qiaoning. In a related transaction, Beijing Philisense Technology Co., Ltd. agreed to acquire Sinobpo for approximately CNY 600 million in cash and stock on September 25, 2014. Beijing Philisense will use the proceeds from the raising of supporting funds of CNY 252 million.
Beijing Air-world Science & Technology had total assets of CNY 167.1 million, owner's equity of CNY 44.71 million, revenues of CNY 243.38 million and net profit of CNY 16.84 million for the year ending December 31, 2013. The transaction is subject to Beijing Philisense's shareholders' approval and the CSRC's approval. On September 17, 2014, the shareholders of Beijing Air-world Science & Technology approved the deal. On September 22, 2014, the transaction has been approved by the Board of Directors of Beijing Philisense. As of October 10, 2014, the shareholders of Philisense approved the transaction. On December 1, 2014, the China Securities Regulatory Commission approved the transaction. Southwest Securities Co., Ltd. acted as financial advisor, Junzhi Law Firm acted as legal advisor while BDO China Shu Lun Pan Certified Public Accountants LLP acted as accountant for Beijing Philisense.
Beijing Philisense Technology Co., Ltd. is principally engaged in the provision of intelligent conference system integrated solutions, as well as the related services. Its intelligent conference system consists of check-in equipment, digital sound equipment, simultaneous interpretation equipment, wireless digital conference equipment, multi-media information display equipment, electronic ballot box equipment, wired digital conference equipment, as well as conference affair system software, among others. The Company is also engaged in the intelligent city, big data and online education business.