659 [Ali's shareholding drastic change]
Ma Xiaoyun also came to Hong Kong City, mainly to meet Song Weiyang and pay a visit to Jin Daxia.
Villa, next to the swimming pool.
Song Weiyang asked with a smile: What's the rush? Don't wait until I return to the mainland.
Ma Xiaoyun held the cigarette with three fingers, took a puff, and eased his emotions: I was cornered by the shareholders, and they gave me three choices.
Which three choices? Song Weiyang asked.
Ma Xiaoyun said: First, let me step down and replace the CEO with someone else; second, sell Alibaba to ebey; third, let me find someone to take over the deal, and shareholders such as Goldman Sachs and Fidelity will take the opportunity to cash out.
Song Weiyang said, Because of what?
Ma Xiaoyun said: Taobao has been losing money continuously, and Alibaba's business growth is slow. The main reason is that these shareholders have invested in Alibaba for many years, but they have not been able to see Alibaba go public to cash out. And ebey suddenly proposed to acquire Alibaba, and the asking price is very high. Gao, the shareholders have been tempted, so they joined forces to force the palace against me.
Song Weiyang asked, What's Sun Zhengyi's attitude?
Ma Xiaoyun said: He is also a little tempted by ebey's offer, but I have persuaded him, but he still persuades me to give up the Taobao business.
Song Weiyang asked: Then are you willing to give up Taobao?
Ma Xiaoyun shook his head and said: It's hard to get off the tiger. Alibaba has spent too much money on Taobao and Alipay, and withdrawing now is a failure. To be honest, I am very optimistic about the prospects of Taobao, but whether it can achieve profitability , I don’t know what day I have to wait, and I don’t know if Alibaba can last until that day.”
You're too sincere with me, don't be discouraged, and show off your ability to fool! Song Weiyang laughed.
Ma Xiaoyun said: We have been friends for many years. You have been injecting capital continuously, so there is no need to fool around in front of you. Of course, if you also want to withdraw your capital, then I have no choice but to say to get together and leave.
Have you found someone to take over? Song Weiyang asked.
Under Masayoshi Son's matchmaking, I have preliminary negotiations with Yahoo, Ma Xiaoyun said, Yahoo's headquarters is more positive, but Yahoo China's President Zhou is opposed to it. Only when Yahoo solves its internal problems can we start negotiations. .”
The situation here is more complicated. Anyway, all parties are in a mess.
At this time, Alibaba did not implement a partnership system, nor did it have a management model for ab shares. Ma Xiaoyun might be fired by shareholders. Last year, Alibaba received nearly US$100 million in financing, so it stands to reason that there is no shortage of money. But Taobao and Alipay are really burning too much money. They have been operating for free to grab the market.
From Ma Xiaoyun's point of view, maybe it only takes a few more years to attract Taobao to dominate the Chinese market. However, investment institutions such as Goldman Sachs and Fidelity can’t afford to wait. They have invested in Alibaba for many years, and they are eager to cash out of Alibaba’s IPO, or they want to sell Alibaba to return the funds.
Do Taobao and Alipay, look at it ten years later, everyone thinks it is Ma Xiaoyun's genius. But at this moment, it is unanimously believed by the industry that the pace is too big, and everyone is waiting to see Alibaba's joke. Ma Xiaoyun is also a big fool, he likes to give speeches and brag everywhere, which has caused the Internet bosses in Zhongguancun to increasingly regard Ma Xiaoyun as a liar.
Let’s talk about Yahoo China again. Yahoo’s cumulative investment in the Chinese market is close to 1 billion US dollars, but it has not reaped any returns. Yahoo’s executives had to use their achievements to fool shareholders, and even more so to fool Wall Street institutions that invested in Yahoo. It just so happened that Alibaba was well-known in the United States, so they wanted to buy a part of Alibaba’s shares with huge sums of money.
At this time, the president of Yahoo China, the leader in red, had a very unpleasant quarrel with other executives, and at the same time regarded Ma Xiaoyun as a liar, thereby preventing Yahoo China from injecting capital into Alibaba.
Song Weiyang said: If shareholders such as Goldman Sachs and Fidelity want to withdraw, I can take over all the equity in their hands.
Really? Ma Xiaoyun was overjoyed.
I'm not short of money. Song Weiyang said.
Ma Xiaoyun said seriously: If you are willing to take over the equity, then of course I welcome it with both hands, but I hope to sign an agreement.
Talk. Song Weiyang said.
Ma Xiaoyun said: First, stock rights and voting rights are separated. You can only have a maximum of 35% of voting rights, and the excess part belongs to the management team. Second, the board of directors has tilted seats, and the management team must have more than half of the seats. Third. , I hope Sogou can invest in Alibaba and provide Ali with high-end talents in search engines and other fields.”
Yes. Song Weiyang smiled.
Ma Xiaoyun is probably scared by the shareholders, worried that he will lose control of Ali in the future.
In another time and space, Yahoo exchanged US$1 billion in cash, all of Yahoo China’s businesses, and the right to use Yahoo’s brand and technology in China in exchange for 40% of Alibaba’s shares, and only 35% of the voting rights, and it was listed on the board of directors. There is only one seat.
These are restrictive clauses specially made by Ma Xiaoyun in order to control the company, but Yahoo only agreed to limit the term to five years (repealed in 2010). After this deadline, with the shares held by Yahoo and Softbank, Ma Xiaoyun can be fired in minutes, so there will be Alibaba's spin-off business and share repurchase.
Having received Song Weiyang's promise to take over the deal, Ma Xiaoyun immediately returned to Linzhou and sent Cai Chongxin to contact the shareholders.
Goldman Sachs, Fidelity and other shareholders heard that Song Weiyang was willing to take over, and they were all extremely positive. Another shareholder, Masayoshi Son (Softbank), was not happy because he was very optimistic about Alibaba. His original intention was to let Yahoo take over Masayoshi Son and also be a shareholder of Yahoo.
Seeing that Song Weiyang and Sun Zhengyi were vying to be the successors, the other shareholders immediately fell silent. They were not so enthusiastic in the negotiations, they all opened their mouths, and invited the Wall Street team to make an assessment. It seems that they want to give Alibaba's valuation to the sky.
While negotiating for time, Sun Zhengyi contacted the Yahoo headquarters, wanting to fire the Red Clothes Leader, the president of Yahoo China who got in the way. Looking back, Sun Zhengyi also secretly contacted Song Weiyang, and the two receivers cooperated in acting together to lower the price.
Of course, Song Weiyang didn't want to be ripped off, and he was very cooperative with Sun Zhengyi's proposal. At the same time, the two sides showed a cold attitude towards continuing the negotiation, claiming that the current price is unacceptable and they have no interest in docking orders.
Now Goldman Sachs, Fidelity and other shareholders are getting anxious. They have been wanting to cash out, so how can they play if no one takes over? What is even more frustrating is that with Alibaba's current situation of burning money, it is impossible to go public anywhere, unless there is major good news. No investment institution is willing to underwrite stocks at all.
The negotiations dragged on for half a year, and Goldman Sachs, Fidelity and other shareholders finally compromised and lowered the price to an acceptable level.
As for Song Weiyang and Sun Zhengyi, they had already reached an agreement in private, almost equally dividing the shares of other shareholders. At the same time, Song Weiyang himself, Sogou Search, Yahoo China, and Japan Softbank invested respectively, thus diluting some shares of Ma Xiaoyun's team.
At that time, Alibaba’s equity composition will become: Song Weiyang (33%), Sogou Search (2%), Japan Softbank (12%), Yahoo China (27%), and Ma Xiaoyun’s team (26%) .
Alibaba's board of directors has eight seats, Ma Xiaoyun's team occupies four seats, and other shareholders each occupy one seat.
The stock rights and voting rights are also completely separated. The parties agreed that within five years, one vote of the stocks held by Ma Xiaoyun's team is equivalent to two votes of other major shareholders, so as to realize the management team's control of the company. This is not an ab stock model, but an agreement between major shareholders. Because Yahoo made a request when it injected capital, Alibaba must be listed in Hong Kong City as soon as possible, so that Yahoo can explain to its investors. And if you want to be listed in Hong Kong City, the ab-share model is not allowed, so you can only sign a private agreement to resolve it.
At the same time, Alibaba not only received a huge capital injection, but also reached strategic cooperation with Sogou Search and Yahoo China, establishing its dominant position in the market in one fell swoop, and crushing competitors from funds to channels.
Of course, these are things for later, and the transaction will not take place until the fall.
At this moment, Song Weiyang is slowly returning to the mainland, and he has been invited to participate in the centennial celebration of Fudan University.
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