Lehman Holdings plans to acquire China Television New Culture in cash
Previously, Lehman Holdings planned to purchase China Television New Culture through a combination of issuing shares and paying cash, of which about 50% of the consideration would be paid by issuing shares and about 50% of the consideration would be paid in cash. The estimated value of China Television New Culture is 782 million yuan. After the transaction is completed, Lehman will hold 100% of the equity of China Vision New Culture.
Since the policy regarding the return of overseas listed companies to A-share listings has not yet been clarified, the company decided to suspend the merger and reorganization application on July 21 and obtained permission from the China Securities Regulatory Commission.
The company stated that because China Television New Culture’s advantages in the field of advertising media can have a synergistic and complementary effect on the company’s sports media business, based on the company’s high-tech LED and sports dual main business development strategy and the cooperation willingness of both parties to the transaction, the company is renegotiating the restructuring plan with China Television Media. The plan may be adjusted to terminate this major asset restructuring and withdraw the application documents, and instead acquire China Television New Culture through cash participation.
Vision China Media is the domestic operating entity under the agreement control of Vision China Media, a Nasdaq-listed company in the United States. It is mainly engaged in outdoor mobile TV advertising business. As of the end of 2015, Vision Media uses buses and subways as terminal platforms where outdoor audiences are concentrated, covering buses in 94 cities across the country and subway mobile TV in 19 cities. It has more than 210,000 bus mobile TV terminal advertising broadcast rights and more than 120,000 subway TV terminal advertising broadcast rights.
Before this transaction, China Television Media had fully injected its subway TV media advertising business into China Television’s new culture. The main business of China Television New Culture is to provide subway TV media advertising services to advertisers nationwide. It operates subway TV media advertising services in 19 cities across the country, accounting for more than 85% of the number of domestic subway cities in operation at the end of 2014. It is one of the few domestic service providers that can provide subway TV media advertising services to advertisers nationwide.
According to the profit forecast compensation agreement, China Television New Culture needs to deduct non-recurring gains and losses and the net profit attributable to shareholders in 2016, 2017, and 2018 will be less than 60 million yuan, 80 million yuan, and 100 million yuan respectively.