After years of delays in the restructuring of Fuqi Group, the dust finally settled. Last week, Dongfeng Motor Corporation and the Fujian Provincial Government signed a strategic cooperation framework agreement. Dongfeng invested in Fuqi Group and initially deployed Southeast Automotive. Since 2009, after the acquisition of Changfeng, Changan, Hafei, Changhe, GAC, reorganization of Gonow, and the reorganization of Guangzhou Baolong by BAIC, the auto industry has undergone another major reorganization and integration event, following the reorganization of FAW and Tianqi. Another example of the reorganization of the central and local auto companies in the automotive industry. The automotive industry believes that this indicates the evolution of a new wave of mergers and restructurings in the automotive industry.
However, Dongfeng’s reorganization of Fuqi is currently only a beginning. This case innovatively adopts a gradual restructuring model to better reduce the game resistance from local governments. At the same time, it also shrouded the administrative color of some government-enterprise cooperation. How to further promote the benign progress of reorganization in the direction of marketization will still be an unsuccessful test.
The layout of the southeast passenger car segment
According to the framework agreement signed between Dongfeng and the Fujian Provincial Government, “Dongfeng Motor Company will accumulate group resources through strategic cooperation between the two parties, and make full efforts in passenger vehicles, commercial vehicles, powertrains, key auto parts and components, and automotive level projects. Supporting the development of the base car industry in Fujian Province, the Fujian Provincial Government will create a favorable development environment for the Fujian automobile industry and fully support the development of the Dongfeng Motor Company in Fujian. Both parties will work together to accelerate and promote the realization of the production and sales scale of 1 million vehicles in Fujian Province.â€
Fuqi Group, established in 1992, is a wholly state-owned enterprise of Fujian Province. In order to achieve the above-mentioned strategic cooperation objectives, the Fujian Provincial Government and Dongfeng Motor Corporation will actively implement the business layout of the existing vehicle business unit of Fuqi Group and develop the relevant core component business. According to the framework agreement, Dongfeng Motor Co., Ltd. will acquire part of the equity of Fuqi Group held by the Fujian Provincial State-owned Assets Supervision and Administration Commission in a capital increase manner to achieve cooperation at the Fuqi Group level. At the same time, Dongfeng Motor Corporation and Fuqi Group are holding Southeast Asian Automobiles in the form of an investment company.
Dongfeng adopts a gradual mode of “first shareholding and conditional holding†for the restructuring of Fuqi Group. It is understood that Dongfeng will inject capital to hold 45% of the shares of Fuqi Group, and Wait until the annual production and sales volume of Southeast Motors (including the supporting engines produced in Fujian) will reach 300,000 units, and then increase the stake in Fuqi Group to more than 60%. Become a controlling shareholder. This shows that through cooperation with Fujian Province, Dongfeng will hit the passenger car segment of Southeast China Automobile Co., Ltd. under its predecessor. Liu Weidong, deputy general manager of Dongfeng Motors, who is in charge of the self-owned brand passenger car segment, said that the early stage of the reorganization with Fuqi Automobile will be Southeast China Automobiles, and will gradually increase the integration of Fujian Daimler and Xiamen Kinglong.
Southeast Automotive is a tripartite joint venture between Fuqi Group, Taiwan Yulon’s China Motors and Japan’s Mitsubishi Motors. The three companies have 50%, 25%, and 25% shareholdings respectively. Mitsubishi Motors is also a shareholder of China Motors. Therefore, Southeast Motor is a joint venture with a complicated ownership structure. In recent years, South East Automotive has implemented a dual-brand revitalization strategy and formed two major product lines: South East's own brands and Mitsubishi's. Southeast brands have become the main force for sales growth, effectively reversing the loss situation. According to the data, in 2012, South East Automobile sales exceeded 110,000, including approximately 85,000 self-owned Southeast brands and approximately 25,000 Mitsubishi brands, achieving profitability for four consecutive years. In 2013, the company plans to complete sales of 150,000 vehicles. That is to say, Southeast Automotive is at least a half distance away from the annual output of 300,000 units. After the realization, Dongfeng will be able to increase its stake in Fuqi Group to 60%.
On the other hand, after Dongfeng enters Southeast Automotive, how the original ownership structure will change will be another focus. As Dongfeng has already entered into a joint venture with Yulon Motor, Southeast Motor will become another fulcrum for cooperation between the two parties, and it is easier to achieve resource integration and deepen cooperation. This is also in line with the need of Fujian to strengthen economic cooperation between Fujian and Taiwan. The industry generally believes that Southeast Motor needs to persuade Mitsubishi Motors to exit in order to sort out the ownership structure. Mitsubishi will follow the story of GAC in reorganizing Changfeng and withdraw from the original consortium and seek a joint venture with China to establish a peer-to-peer ratio. The reorganization and integration of Southeast Automotive is therefore still behind.
Progressive reorganization is a "double-edged sword"
By grafting Dongfeng, a large-scale automobile central enterprise, Fuqi Group is expected to achieve leap-forward development and break the weak and long-term situation. As early as in 2009, Fuqi once introduced Beiqi Group and Guangzhou Automobile Group at the same time to realize the strategic reorganization of Fujian Daimler and Southeastern Automobile respectively. However, this split and reorganization plan was subsequently put aside. The plan for adjustment and revitalization of the automobile industry promulgated by Fujian Province in that year clearly defined the importance of Fujian-Taiwan cooperation. Fujian and Taiwan regions will jointly build an automotive vehicle and parts industrial base. In the end, Fujian chose to introduce Dongfeng to achieve restructuring at the Fuqi Group level, which should have a connection relationship with Yulon Motors, and it also maintained the leading role of local auto industry development.
The restructuring of Fuqi is also of great significance for the realization of Dongfeng's "12th Five-Year Plan" strategic goal, and in particular it will be able to expand the regional layout and expand the scale of production and sales. Dongfeng pointed out that the self-owned brand vehicles of Fuqi Group will bring a business segment with an independent brand increment to Dongfeng, and will play a role in accelerating Dongfeng’s “autonomy†strategy and realizing the Dongfeng’s own brand D300 mid-term business plan. The important role; Dongfeng can therefore be quickly achieved in the strategic layout of the southeastern coastal (built in the second southern base outside Guangdong); in addition can also use the geographical advantages of Fujian "to the sea" to promote the export strategy is speeding up.
Through the implementation of mergers and reorganization, Dongfeng's important strategic consideration is to quickly expand its own brand automobile segment. Dongfeng is currently the second largest automobile group in China. In 2012, the Group's production and sales volume exceeded 3 million, and its own brand exceeded 1 million. According to Dongfeng’s self-owned brand “Dry†D300 mid-term business plan, by 2016, Dongfeng’s total sales volume of its own independent brands will reach 3 million, of which 1 million commercial vehicles of Dongfeng brand, 1 million of Dongfeng brand passenger vehicles, and other autonomy. One million brand cars. After the Dongfeng restructuring of Fuqi, the Southeast brand will complement Dongfeng’s own-brand passenger vehicle camp. The next step will be able to complement the integration of Fuzhou's Xiamen Jinlong, Fujian Daimler, and New Longma, etc. The short board in the field of passenger cars has increased the scale of micro-offers and brought about the luxury branded Mercedes-Benz business.
An important technical design of this restructuring case was that it did not adopt a one-time reorganization or the overall allocation of assets, but adopted a new model of conditional and phased transfer of equity. Some analysts believe that this fully reflects the market-based reorganization. Features that can better guarantee the interests of the reorganized party." In the short term, Fujian will maintain its leading position in the development of Fuqi and the local auto industry. Jia Xinguang, an automotive analyst, once pointed out: “Local government support will be the key to Dongfeng’s restructuring of the bunker. Given the experience of some restructuring cases in the past, it is an important strategy for the Fujian Provincial Government to retain part of the blessed shares of Fuqi.â€
However, in the view of automobile analyst Zhang Zhiyong, the incomplete reorganization of Fufeng by Dongfeng will be full of variables. "Dongfeng just as a small shareholder participation, this is not even a reorganization." He believes that Dongfeng only 45% of the shares of Fuqi, can not dominate the development situation, and the time point of holdings is also difficult to determine, even if achieved after the holding It is also difficult to eliminate administrative interference from local governments because power is often stronger than capital, and localities are more likely to cause changes in planning due to changes in leadership. Because of this, 100% reorganization is the first step to success, and it is more conducive to the withdrawal of administrative forces, so that reorganization can return to commercial behavior. On the other hand, the coexistence of multiple forces in an enterprise makes it difficult for employees to move toward short-term behavior. These will all become the risks that the Dongfeng will face.
Reporter observation
Mergers and reorganizations still need to be "de-administered"
What is a good reorganization model for the automotive industry? What is a real market reorganization? On both sides of a coin, the angle is completely different.
Dongfeng has always been known for its steady operation, focusing on internal integration and being extremely cautious about foreign expansion. At the beginning of this year, Dongfeng and the Volvo Group established a strategic alliance with capital as a link. In this project, it not only achieved the Chinese party’s control, but also pushed the “Dongfeng†brand commercial vehicle to the global market, becoming an innovative feature of the Chinese auto companies' foreign joint ventures and cooperation. The classic case is considered to have started the "post-joint venture era" in which Chinese car companies have completely dominated foreign cooperation. However, in the restructuring of Fuqi, Dongfeng has been very modest in its dominance and has taken a lot of considerations. Many uncertainties will test Dongfeng’s ability to control. In fact, in this reorganization case, Dongfeng signed an agreement with the Fujian Provincial Government, rather than signing an agreement with the reorganized Fuqi Group. It seems to the outside world that there is an administrative style of “government-enterprise cooperation†and it is incomplete. It is the commercial reorganization and integration between enterprises.
“Although the prudent Dongfeng has taken this approach, it is an eager reason to do it on a large scale.†Zhang Zhiyong believes that in the case of mergers and acquisitions in the automotive industry, SAIC reorganized Nanchang Automobile and Guangzhou Automobile to restructure Changfeng as the two most successful cases to date. The reason is that The restructuring can only realize the integration of the reorganized parties and clarify the boundaries between administrative power and business. The market-based restructuring eventually brought better results for the local auto industry and economic development. In Changan's merger of Hafei and Changhe, the overall allocation of assets was also achieved, but it was considered to have more administrative features. In fact, in the process of integration between the two parties, it is still difficult to avoid the intervention of local administrative forces. Chang’an also has certain concerns but does not have the strength to achieve integration. Dongfeng's gradual reorganization of Fuqi may bring higher costs, and it will be disadvantageous to Dongfeng in the long run.
The game of interests brought about by local separatism has always been a major resistance to the reorganization of industries. Zhang Zhiyong believes that in the process of merger and reorganization of the automotive industry in the future, the key is still to "de-administer." This depends on a new round of state-owned enterprise reforms and gives state-owned enterprises more market-oriented development leadership.
In January of this year, 12 ministries and commissions such as the Ministry of Industry and Information Technology issued the “Guidance Opinions on Accelerating the Promotion of Mergers and Reorganizations in Key Industriesâ€, and the automotive industry ranks first in the nine key merger and restructuring industries. According to the policy requirements, “by 2015, the industry concentration of the top 10 vehicle manufacturers will reach 90%, form 3-5 large-scale automobile enterprise groups with core competitiveness†and “encourage large-scale backbone enterprises to implement cross-regional and cross-ownership mergers. Reorganization; Encourage enterprises to extend the industrial chain through mergers and acquisitions to form a strategic alliance, "to promote the horizontal merger and reorganization of vehicle companies, and vigorously promote the development of self-owned brands through mergers and acquisitions." The auto industry believes that Dongfeng will have a new case sample of the restructuring of Fuqi and promote a new wave of mergers and restructuring in the automotive industry.
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