Recreation Building.
On the top floor, the office that once belonged to Newbijian now looks brand new.
The original sofa has been replaced by a new one that is more comfortable and luxurious, and its elegant color scheme complements the overall decoration style.
The furnishings on the desk have also been carefully adjusted, with some exquisite ornaments and green plants placed on it, adding a bit of vitality and vigor.
The entire office furnishings are almost completely new, from wallpaper to carpet, from curtains to lamps, every detail exudes a new atmosphere and style.
Simon Keswick, chairman of Jardine Matheson, and the newly appointed general manager of Hutchison Whampoa, Steve Pavey, sat side by side on the sofa. Both of them had serious expressions on their faces as they discussed in depth the fatal loopholes in the equity structure between Jardine Matheson Holdings and Hutchison Whampoa.
Bao Weishi pointed out solemnly, "If an acquirer successfully acquires 35% of Jardine Matheson Holdings and simultaneously seeks a court injunction to prevent Hong Kong Land from exercising the voting rights of 40% of Jardine Matheson shares, we will be in an irretrievable situation. This loophole in the chain reaction structure is undoubtedly our fatal weakness."
Simon Keswick felt himself trembling. If someone really took over 35% of Jardine Matheson Holdings' shares, it would be unimaginable. He hurriedly asked:
"Do you have a solution now?"
Bao Weishi quickly took out a document and handed it to Simon Keswick, then explained in detail:
"Chairman, I have a preliminary idea. We can have Jardine Matheson Holdings, Jardine Securities, and Hongkong Land jointly invest in a new investment company and put Hongkong Land's Jardine Matheson shares into this investment company."
"Then, merge this investment company with Jardine Securities to form Jardine Strategic Holdings Limited. This will transform the mutual control relationship between Jardine and Hong Kong Land into a mutual control relationship between Jardine and Jardine Strategic."
"In addition, through Jardine Matheson's strategy, direct control of the three listed companies, namely Hongkong Land, Dairy Farm International and Oriental Culture, will greatly increase the difficulty for acquirers to target them."
"Such an equity structure adjustment can not only fill the current loopholes, but also further enhance our company's stability and risk resistance."
After hearing this, Simon Keswick's eyes flashed with a gleam. Once this plan was completed, Jardine Matheson would be able to attack or defend, and no matter who wanted to acquire the company secretly, it could be completed as soon as possible.
"This plan is excellent. I fully agree with it. I'll give you a reply after the board of directors has discussed and approved it."
Having said that, Simon Keswick's eyes flashed with a hint of ferocity, and he continued:
"In fact, after Wharf Holdings was taken over by the shipping giant, Newby-Beckhamid proposed a brilliant solution, which was to implement the A-share and B-share system like Wheelock and Company."
"But in the end, it was secretly sabotaged by the cunning fox Li Ka-shing. Otherwise, our Jardine Matheson companies would be as stable as a rock, and no one would have thought of acquiring them."
On the Hong Kong stock market, Wheelock is the only listed company that implements the AB share system.
In the mid-1970s, under the leadership of the Madden family, Wheelock and Company repeatedly used rights offerings or new share issuances to acquire other companies, and had formed a large, diversified, and comprehensive business group.
It has 49 directly affiliated subsidiaries, including listed companies such as Federal Development Group, Real Estate Investment Trust, Lane Crawford, Wheelock Shipping, etc., and these subsidiaries have about 180 subsidiaries and 20 private companies.
This led to the Madden family gradually losing control of Wheelock. Faced with such a predicament, this guy did a bold move, which was to issue B shares.
In 1972, the board of directors of Wheelock announced that the 35 million issued common shares would be converted into Class A shares. In addition, one Class B share would be issued for every two Class A shares. The value of each Class B share was one-tenth of the Class A share, but the voting rights of Class A and Class B shares were the same.
In this way, the Madden family firmly controlled Wheelock. In addition, the securities trading laws at that time were not sound, so Wheelock's issuance of AB shares became a fait accompli.
Jardine Matheson announced the implementation of the AB share system in 1981. At that time, it had just lost one of its two pillars, Wharf Holdings. In order to protect Hong Kong Hutchison Whampoa, Newbie came up with this method and announced that four B shares would be given for every A share. The value of B shares was equivalent to one-tenth of A shares, but AB shares had the same voting rights.
As soon as it was issued, it caused an uproar in Hong Kong society. A group of Chinese capitalists led by Li Ka-shing expressed their dissatisfaction, because if Jardine Matheson implemented the B-share fortress, how could they covet the fat piece of meat of Hong Kong Holdings.
So just a few days later, Cheung Kong Group and Hutchison Whampoa, controlled by Li Ka-shing, followed suit and announced the issuance of B shares. This eventually led to a large number of small and medium-sized listed companies in Hong Kong choosing to issue B shares, which triggered a wave of selling by investors and the impact became increasingly greater.
Finally, the Hong Kong Stock Exchange and the China Securities Regulatory Commission urgently issued a joint statement, announcing that no new B-share plans would be approved, which also caused Jardine Matheson's plan to fail.
This is the cleverness of Superman Li Ka-shing. He did not openly oppose Jardine Matheson's plan to issue B shares, but followed suit and also issued B shares. By leveraging external public opinion, he forced Jardine Matheson to give up. It has to be said that he was very smart.
"Chairman! You leaked the news that Li Jiacheng wanted to acquire the Hong Kong Electric Company to the media. Aren't you afraid of offending him? After all, there are not many people in Hong Kong who have the ability to come up with such a large sum of money." Bao Weishi asked with a little concern.
Simon Keswick snorted heavily, a hint of ferocity flashed in his eyes, and then he slowly explained:
"Do you know who is the real mastermind behind Kongzhidi Real Estate and Jardine Matheson Holdings? It is this old fox, Li Jiacheng."
"What? Isn't it Mo Zhexuan?" Bao Weishi had just taken office and was not familiar with the situation, so he was very surprised.
"I only learned the truth the day before yesterday. It turns out that Li Jiacheng is the real mastermind behind this.
Our Hutchison Whampoa was the first to be targeted, and it was also his doing.
How could I easily give up the Hong Kong Electric Company to him, and at such a low price? This is simply an insult to us!"
Simon Keswick said indignantly.
"Hong Kong Electric Company is a high-quality asset, and Jardine Matheson will not sell it lightly until the last moment.
I believe there must be other interested parties in the market who will be interested in this.
Only when the two sides fight each other can we, Jardine Matheson, maximize our interests."
"Could it be that Mo Zhexuan and Li Jiacheng have already colluded with each other, with him standing in the front to attract our attention, while Li Jiacheng is secretly trying to take over the Hong Kong Electric Company?" Bao Weishi's eyes flashed with wisdom.
"That's a possibility, but I think the most likely scenario is that Li Jiacheng secretly leaked the news through the media that Mo Zhexuan was the mastermind. Mo Zhexuan took advantage of the situation and admitted it, then took the opportunity to announce the Huicai and Huizhong Funds..."
“This guy actually got Shen Bi’s favor, he can’t be underestimated!”
“...........”
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