Behind Beijing’s cultural reporting gate

Original title: Behind the Gate of Beijing Cultural Reports, False Suspects and Conflicts of Interest

On the afternoon of April 29, Song Ge, who had just returned from a film office meeting, encountered a problem,Beijing cultureDenounced of financial fraud, he himself was also accused of transmitting earnings. The person who reported him was his original right arm:Beijing cultureFormer Vice President of Beijing Century PartnersCultural mediaLou Xiaoxi, former president of the joint-stock company (hereinafter “Century Partners”).

Report behind the doorBeijing cultureThe annual report has just been released, and in 2019 a huge loss of 2.306 billion yuan. Lou Xiaoxi’s public report on the annual report node caused shocks in the capital market. Beijing Culture opened its price limit on April 30, and the Shenzhen Stock Exchange issued a letter of concern about it.

In fact, the entanglement of Beijing’s cultural interests without real control has already emerged. The largest originalShareholdersHuali Holdings passively reduced its position as the largest shareholder, Fude Life Life passively became the largest shareholder, and the third largest shareholder, Tibet Jinbaozang, which owns 6.44% of the shares, passively reduced interest on interest redemption. financial institutions.

Beijing Culture’s attempt to introduce state-owned assets was pending, the stock price fell again, and Beijing Culture shareholders rose.GarmentThe only solution is money.

Beijing Culture is accused of financial fraud, the industry claims that the company’s management and shareholders have been fighting for a long time

On April 29, Beijing Culture released its 2019 annual report. That evening, users claiming to be Lou Xiaoxi, former vice president of Beijing Culture, were inWeiboReported the Beijing cultural systemic financial fraud and allegedExecutivesSong Ge and Zhang Yunlong are suspected of damaging the interests of publicly traded and fraudulently issuing companiesBondEtc. Lou Xiaoxi said the report materials have been accepted by the CSRC.

In addition to being the former vice president, Lou Xiaoxi is also the third largest shareholder of Beijing Culture, Tibet Golden Treasure.Cultural mediaXinjiang Jiameng Equity Investment Partnership, a 100% shareholder and the fourth largest shareholderBusiness(Limited Company) (hereinafter referred to as “Xinjiang Jiameng”) major shareholder.

“Lou Xiaoxi is a senior in the film and television industry. He used to be an elder from Huayi, and his qualifications are even deeper than those of many owners of film and television companies,” said one top-tier film company. media to the Beijing News reporter. “I’ve worked with him before. It’s better to say that he looks more like a businessman than a content maker,” said another film executive.

In her early years, Lou Xiaoxi wasHuayi brothersThe person in charge of the film and television drama has a close relationship with Wang Zhongjun, and there are many directors and screenwriters known as Bian Xiaojun, Zhang Li, and Yan Geling.

Lou Xiaoxi said Beijing Culture suffered a large loss of more than 2 billion in 2019, reversed the 2018 audit report, sold Century Partners at a low price, tried to launder peace, changed the “crime” from financial fraud to “wrong” misled the regulatory agency and infringed on most shareholders Benefits

Subsequently, Beijing Culture replied that the former vice president of the company and Beijing Century PartnerCultural mediaLou Xiaoxi, a former legal representative and president of the joint-stock company (hereinafter Century Partners), fled abroad on suspicion of embezzlement. The Chaoyang branch of the Beijing Public Security Bureau submitted an investigative case on January 19.

Beijing Culture also replied that Lou Xiaoxi released false statements, vilified Beijing Culture, and personally attacked company executives, severely affecting the company’s reputation and normal operations.

The Beijing Culture Report has attracted regulatory attention. The Shenzhen Stock Exchange quickly issued a letter of concern, asking Beijing Culture to explain the relevant content of the report letter one by one.

Launched on April 30, Beijing Cultural’s share price fell to a limit. At the close, the limit has not been opened, the share price closed at 6.92 yuan / share, and the turnover rate was only 0.67%.

In the first quarter of this year, the number of institutions that maintain Beijing’s culture has plummeted. At the end of the first quarter, there were 11 institutions that possessed the Beijing Culture. The institutions’ total share represented 27.94% of the total share capital, and the value of the stock market was 1.76 trillion yuan. At the end of 2019, there were 42 institutions that owned Beijing Culture, the participation rate represented 18.88% of the total share capital and the value of the stock market was 1.256 billion yuan. Under the impact of the epidemic, the film industry was frustrated or, to some extent, affected the organization’s shareholding, but in 2019performanceThe situation can also be a reference for institutional participations.

“None of the evidence revealed is the core evidence, we have to wait for the SFC investigation,” the aforementioned film company said in the media. However, he noted that due to the sudden transformation of Beijing’s culture and the dispersed power of shareholders behind it, there has always been a struggle between management and shareholders. At the time, it was more covered in explosive movies. Now the general environment is not good and the problems are more likely to be exposed.

Lawyer Liu Anbang, of the Beijing Deheng Law Firm, told reporters that after receiving the report from the complainant, the CSRC will carry out a preliminary investigation, and if the listed company has violations of the law, CSRC will conduct a formal investigation.

The Beijing News reporter contacted Beijing Culture regarding the reported incident.AdIt will prevail.

Reporter Lou Xiaoxi subscribed to Beijing Culture Dingzeng stock book loss of 76.25 million

This time it was reported that the Beijing Culture was financially fraudulent and has nothing to do with its commercial transformation in recent years.

The annual report shows that Beijing Culture’s total operating income in 2019 is 855 million yuan, an annual increase of 15.37%Net profitIt was -2.306 billion yuan, a year-over-year decrease of 1943.12%. The main reason for the sharp decline in earnings isWholly owned subsidiaryCentury Partners and Xinghe Culture’s business performance declined, which was caused by the company’s provision for impairment of assets and impairment of goodwill.

Before 2013, Beijing Culture was a listed company based primarily on revenue from the Mentougou Scenic Area. In December of that year, Beijing Culture announced the acquisition of 100% of the capital of Beijing Guangjing Rising Cultural Media Co., Ltd. (later renamed Beijing Ferris Wheel Cultural Media Co., Ltd., with Song Ge as Chairman) for 150 million yuan, and began to transform from a single tourism industry to The two main tourism and culture companies of film and television are developed in concert.

Since June 2015, Song Ge, the royal controller of the Ferris wheel, has served as President of Beijing Culture. Core team members Wang Jinghua and Du Yang have abundant resources in the industry.

In 2014, Lou Xiaoxi and Century Partners sought to realize in the capital market and found a transformative culture in Beijing. At that time, Beijing Culture acquired Century Partners, mainly engaged in the production of television dramas, and Zhejiang Xinghe Cultural Brokerage Co., Ltd. (hereinafter “Xinghe Culture”, Wang Jinghua as president) in the form of a fixed increase .PriceIt is 1.35 billion yuan and 750 million yuan, respectively.

It is worth noting that the legal representatives of Tibet Jinbao and Xinjiang Jiameng are both Lou Xiaoxi, and the legal representative of Tibet Kumquat is Wang Jinghua. In other words, although Lou Xiaoxi and Wang Jinghua sold the company, some of the funds were used to buy Beijing Culture shares, and they also had to bear certain performance bets.

At that time, the shares of film and television were well received by the capital. It is a routine operation for the actual controller of the acquired company to buy a certain quantity of shares of the listed company. Based on the share price of 23.17 yuan per share on May 31, 2016, Beijing Culture ‘s Price increase is much cheaper. But three years later, when fixed-income stocks rose, the stock price plummeted. Compared to the share price of 10.31 yuan per share on May 31, 2019, Beijing Culture was close to the fixed increase cost of 8.92 yuan.

To reduce the loss, Lou Xiaoxi’s company Tibetan gold treasure has been reduced and promised many times, and Xinjiang Jiameng has also reduced its holdings. The Beijing Cultural Announcement shows that as of February 25, 2020, Tibet Jinbaozang and Xinjiang Jiameng currently hold 6.44% and 5.31% of Beijing Culture shares, respectively, a cumulative decrease of 0.99% compared to the fixed increase . Based on the current share price of 6.92 yuan per share, the book losses of Tibet Jinbaozang and Xinjiang Jiameng exceeded 76.25 million.

Under the gambling agreement at the time of acquisition, Century Partners should achieve a net profit of RMB 90 million, RMB 110 million, RMB 130 million and RMB 150 million respectively from 2014 to 2017, and Century Partners in 2014 , 2015 and 2016 respectively Net profit achieved in 2017 was 94 million yuan, 113 million yuan, 135 million yuan and 151 million yuan, all of which are very close to the performance compensation line, and all have completed the game. Century Partners’ revenue in 2018 and 2019 was 58.62 million and 515 million, respectively.LostIt was 46.08 million and 630 million yuan respectively.

It is worth noting that in the announcement of the sale of Century Partners on April 29, Century Partners’ 2018 revenue was 58.62 million and net profit was -46.08 million. However, in the financial report released by Beijing Culture in March 2019, Century Partners’ revenue in 2018 was 519 million and profit was 145 million. On what day did Century Partners’ income and net profits change? On the day of the sale announcement on April 29, Beijing Culture also released “Corrected 2018”.Financial state“

In February 2020, Beijing Culture sold Century Partners to Fuyi Xingda, 100%Capital transferThe price is 48 million. The report shows that Century Partners’ total assets at the time were 608 million yuan, total liabilities were 561 million yuan, and net assets were 47.7 million yuan.PaymentIt was 320 million yuan.

Six years later, Century Partners has shrunk from a company with a valuation of 1.35 billion yuan to a valuation of only 48 million yuan, and a debt of 320 million yuan. At the same time, Beijing Culture stocks held by Lou Xiaoxi are still falling, and you may have to face queries from listed companies and the China Securities Regulatory Commission. Therefore, Lou Xiaoxi, the former president of Century Partners, may have to fight desperately.

In the report letter, Lou Xiaoxi accused Song Ge of being the legal representative and actual controller of the wheel of fortune. Using his position, he embezzled funds from publicly traded companies from 2016 to 2017 to complete the performance of the wheel of fortune. Company interests.

Luo Xiaoxi also said that Xinghe Culture’s actual performance in 2018 was only 50% of that in 2017. Song Ge instructed Vice President Zhang Yunlong to lead the Xinghe Culture operation to compensate for performance, in order to achieve overall performance Beijing Culture no less than 2017 performanceConvertible bondsPerformance Goals. The 2019 annual report shows that Beijing Culture has hurt all of Xinghe Culture’s goodwill with 641 million yuan.

Century Partners, which is the main body of the news, was not elaborated on in the Lou Xiaoxi news letter. The 2019 annual report shows that during the reporting period, Beijing Culture has compressed the scale and output of its television series business, while adjusting Century Partners’ business partners. Company internal audit staff is important to Century PartnersContractTrack and confirm continuously, and find someCapital flowXiang Abnormal, Beijing Culture immediately conducted additional verification and reported the matter to the public security body. Relevant personnel have been investigated. The loss of the original Century Partners management team and the lack of core competitive advantages. Based on the principle of prudence, all the goodwill of Century Partners accumulates an impairment of 834 million yuan.

Business search information shows that Lou Xiaoxi was the former legal representative of Century Partners. On April 29, Century Partners’ legal representative was changed to Yu Yao. On the same day, the controlling shareholder of Century Partners was changed from Beijing Culture to Beijing Fuyi Xingda Cultural Development Co., Ltd., whose controlling shareholder and legal representative are both Yu Yao.

Stock prices are down, shareholder interests are tangled, and the White Knight is urgently needed

In the past three years since August 2017, Beijing Culture’s stock price has shown a downward trend in volatility. On April 30 of this year, the daily limit of Beijing Culture closed moreNew ActionsThe price is 6.92 yuan / share, compared to the high of 22.50 yuan / share in August 2017, the share price fell almost 70%. The share price fell and the pressure of commitment on the shareholders was very great.

Many executives of publicly traded companies told the Beijing News reporter that the Beijing culture was exposed to financial fraud or related to shareholder disputes.

You are currently in a Beijing culture without real controllers, and shareholder life is not easy.

From March 11 to 12, Huali Holdings, the former largest shareholder of Beijing Culture, which promised a high percentage, passively reduced its holdings of 4.029 million shares, and its participation rate decreased from 15.72% to 15.16%. Fude Life Life has become a passive Beijing The largest shareholder in culture.

As of April 29, Huali Holdings’ shares are still in a high proportion of the committed state, with a cumulative number of committed shares of 107 million shares, representing 14.88% of the company’s total shares; a cumulative number of frozen shares of 109 million shares, representing 15.16% of the company’s total capital; The accumulated number of shares waiting to be frozen was 121 million shares, representing 16.93% of the company’s total share capital.

Under the downward trend in stock prices, a high proportion of pledges are facing pressure to close positions. Some of Huali Holdings’ shares will have been forcibly closed. On April 23, Huali HoldingsHaitong valuesCommitted valuesRepurchaseIn the dispute, according to the enforcement ruling, the Shanghai Financial Court will auction and sell the company’s unrestricted shares held by Huali Holding 54,473,600 shares (representing 7.61% of the company’s total share capital). As of April 29, the matter has not yet entered the publicity stage of the auction.

The afternoon announcement on February 18 showed that Beijing Jinbao, a 6.44% shareholder of Beijing Culture, reduced its holdings of the company’s shares through a centralized exchange exchange on February 14, reducing its holdings of 54,600 shares, representing the company’s total share capital. 0.01%. Tibet Golden Treasure did not inform the stock exchange 15 days before the current reduction and disclosed the reduction plan in advance, which was an illegal reduction. After this reduction, Tibet Jinbaozang owns a 6.44% stake in Beijing Culture.

The ad shows that Tibet’s golden treasures areDebtParty actively communicates to discuss possible measures to resolve related problems.

Beijing culture tried to introduce the white knight to end the situation without real control. On February 11, Huali Holdings planned to lead the construction of an investment in Beijing Wenke Investment Consulting Co., Ltd.M & AThe platform or a designated third party transfers 109 million shares of the company directly into the hands of Huali Holdings, which represent 15.16% of the company’s total share capital. Beijing Cultural Technology Financial Leasing Co., Ltd. has a 100% interest in investment in liberal arts.

But so far, state-owned assets are still pending.

(Editor in charge: DF526)