Chapter 267: Design on Behalf of Others and an Appointment with Irene
"Good morning, Jerry!"
"Good evening, Affan. Let me tell you good news. I have communicated with Ferro and Mr. Moritz from Sequoia Capital respectively in the past two days. Our three shareholders unanimously agreed to the capital increase plan you proposed. Affan, Let me confirm the proposal you mentioned last time based on the SoftBank Group's proposal. Our latest valuation of Yahoo is US$40 million, and your Singapore Yifan Company will invest US$4 million in new capital to account for 10% of Yahoo's shares, right?"
"Yes, Jerry, I will send an email to you shareholders to confirm this matter later. But there is one thing that I may explain in the email at that time, which is this new investment of 4 million US dollars. It may not all be invested in the name of Singapore Yifan Pte Ltd. I may split it up and divide it into several other Singapore companies controlled by me to invest in shares..."
"Afan, from my personal point of view, I don't think there should be much of a problem. What Ferro and I are most concerned about is whether your 4 million US dollars can be received as soon as possible! Anyway, you will send us an email then. All shareholders, just ask Mr. Moritz from Sequoia Capital for his opinion.”
Li Xiaofan raised this issue because he considered the issue of future holding reduction. His initial idea is that of the 10% shares, 8% is held by Singapore Yifan Private Limited. In addition, two new companies were established in Singapore. It is proposed that Aaron, a permanent resident of Singapore, will serve as a small shareholder. Together with Guo Hanyue and Liu Mengchen, he will initiate the registration of two new companies called "Singapore Longyue Investment Pte. Ltd." and "Singapore Longmeng Investment Pte. Ltd." Company" investment company. It is planned that Singapore Longyue Investment Pte. Ltd. and Singapore Longmeng Investment Pte. Ltd. will each hold 1% of Yahoo shares.
Li Xiaofan’s agency holding plan is based on the clear provisions of Article 144 of the U.S. Securities Exchange Act of 1934 on the reduction of holdings by major shareholders: major shareholders, senior managers and directors who hold more than 5% of the shares of a listed company. Related parties and stocks obtained from related parties are all "restricted securities". When reducing holdings, they must comply with the small-step approach and strict information disclosure, and must meet five conditions at the same time:
The first is the lock-in period requirement for major shareholders. Restricted securities must be held for at least two years (reduced to one year after 1997) before they can be sold to the market.
The second is that full information disclosure must be carried out.
The third is to comply with the trading volume rules. After the two-year lock-in period, the amount of shares that a major shareholder can sell every three months shall not exceed 1% of the issued shares of the same type or the average weekly trading volume within 4 weeks, whichever is greater.
Fourth, the holding reduction must be an ordinary brokerage transaction. Major shareholders cannot advertise for the sale of shares, and brokers cannot charge higher than normal commissions to prevent profit channeling. Neither sellers nor brokers can induce buyers to purchase these securities.
Fifth, a notice must be filled out and submitted to the SEC. If the trading volume within 3 months is greater than 5,000 shares or the total trading volume is greater than $50,000, a written application must be submitted to the SEC.
Li Xiaofan asked Aaron, Liu Mengchen, and Guo Hanyue to hold 2% of Yahoo's shares for him in the future, in order to facilitate cashing out after Yahoo's listing, so as to cope with the emergency need for money in the future, in case of emergencies. Because Tang Xinyi has already established a Singapore Yifan Company in partnership with herself, it is no longer appropriate for her to come forward as a related party.
In addition, I feel relatively confident about the two girls Guo Hanyue and Liu Mengchen. When the new company is registered in the future, they will be the major shareholders in the company and hold 98% of the shares. Aaron, as a permanent resident of Singapore, will formally invest in 2% of the shares. At that time, I will arrange to sign a holding agreement with each of the three of them.
"Okay, then I will send an email to you three shareholders later. Jerry, how is our advertising revenue at Yahoo recently?"
"Hey, it's a bit nerve-wracking to talk about the company's revenue, and Mr. Moritz is also very anxious. Recently, the company's monthly advertising revenue is only about 20,000 to 30,000 US dollars, which is disproportionate to our huge monthly expenses..."
"Jerry, I have a suggestion here. I don't know if you are interested. I want to build a Yahoo Singapore station in Singapore and set up a Singapore Yahoo Private Limited Company. We, Singapore Yifan Technology Private Limited, and the American Yahoo Company will come together. Investment. My initial plan is to get the support from the Singapore National Health Commission responsible for the development of SMEs in Singapore through the Singapore SME Association. With funding from the Singapore Productivity Council, the Singapore Economic Development Board, which is responsible for Singapore's overseas investment promotion work, and the Singapore Computer Board, which is responsible for the construction of Singapore's smart island, and other relevant Singapore government departments, nearly 60,000 Singaporean small and medium-sized enterprises have been entered into the database of the Singapore Yahoo website. Through the huge traffic of Yahoo in the United States, the products and information of these 60,000 Singaporean companies will be promoted to Internet users around the world..."
"Afan, your suggestion sounds very good, but the problem is that we are very busy here in Silicon Valley, and our US headquarters can't spare the manpower to build a Yahoo Singapore station!"
"Jerry, you don't need to worry about this matter. The establishment of the Yahoo Singapore site and daily work are handled by our Singapore Yifan Technology Company. Normally, you don't need to send people from Yahoo in the United States. Yahoo headquarters can provide remote technical support. "
Yang Zhiyuan said happily: "That's great, there will be no problem at all if we provide technical support!"
"Jerry, I have a preliminary suggestion regarding the shareholding ratio arrangement of Yahoo Singapore, because your US Yahoo headquarters usually does not need to intervene in the daily work of Yahoo Singapore, and my plan is to build Yahoo Singapore into a company in the future. A joint stock company listed on the Singapore Exchange, it is recommended that Yahoo! In terms of share distribution, we, Singapore Yifan Technology Company, will be the major shareholder, accounting for 70% of the shares, and Yahoo! of the United States will hold 30% of the shares. The total subscribed capital of Yahoo of Singapore is US$1 million, and Yahoo of the United States only needs to subscribe for US$300,000. That’s fine, the money can be subscribed after I send the $4 million capital increase to Yahoo America..."
Li Xiaofan continued: "Jerry, if Yahoo! Singapore has a good momentum of development and can make a profit in the future, I can temporarily transfer the controlling stake of Yahoo! Singapore to Yahoo! America before Yahoo America goes public. In this way, Yahoo America! We can merge the reports of Yahoo Singapore to increase the valuation before going public. If Yahoo Singapore cannot make a profit before Yahoo America is listed, we, Singapore Yifan Technology Company, will always be the major shareholder. Do you think this arrangement is okay? "
"Well, a very good suggestion. Affan, I suggest you explain this matter in this email. If Ferro and Moritz have no objections, we will convene the company's shareholders meeting and board of directors as soon as possible. Decide on these two matters.”
"Okay! Also, Jerry, let me ask, do you know the founder of SUN Microsystems in the United States?"
The name of SUN company is derived from the abbreviation of Stanford University Network. It emerged in 1982 from the hands of a few alumni on the Stanford University campus. Listed on NASDAQ in the United States in 1986. The main products are workstations, servers and UNIX operating systems. In 1995, Sun Microsystems developed the famous Java computer programming language, which was the first general-purpose software platform. Unfortunately, it was acquired by Oracle in 2009 for US$7.4 billion.
"Well, I know Mr. Scott McNealy, the chairman and co-founder of SUN, and he is also an alumnus of our Stanford. We met when we were playing hockey and golf, and his hockey and golf skills are both very good! "
"Jerry, next time I come to Silicon Valley for the Yahoo shareholder meeting, can you ask this Mr. Scott McNealy to play a round of golf?"
"Afan, I'm not sure about this. At present, SUN Sun Microsystems is not only selling servers very hotly. The biggest thing is that in May this year, Sun released the Java computer programming language and the Hot Java browser. , which has had a huge impact on the industry, including IBM, Apple, Adobe, HP, Oracle, and Netscape. These giants such as Microsoft and Microsoft have stopped their own related development projects, competing to purchase Java assembly language licenses, and rushing to develop corresponding Java platforms for their respective companies' products. I guess Mr. Scott McNealy must be very busy recently, but I can. Try writing an email to him, we used to have a very good relationship..."
"That's great, Jerry, thank you!"
After hanging up the phone, Li Xiaofan immediately sent emails to three shareholders, Jerry Yang, Ferro and Moritz representing Sequoia Capital.
After sending the email, he unexpectedly received a call from Eileen, saying that she wanted to see him for something and asked Li Xiaofan to meet at the Holland Village Bar next to the Botanical Garden.