Company Information: Pathfinder Plans To Change The Company'S Control, And The Global Fund Will Hold 13.65% Shares

On January 25, the Shenzhen Stock Exchange announced that Pathfinder applied for trading suspension. At noon, Pathfinder issued the "suspension notice on planning for changes in control rights of the company", saying that the controlling shareholder and actual controller of the company intend to transfer shares to tongweizhonghe, accounting for 5.85% of the company's total share capital.

According to the announcement, in view of the great uncertainty before the control change project, in order to ensure fair information disclosure, safeguard the interests of investors, and avoid causing abnormal fluctuations in the company's stock price, the suspension is expected to take no more than five trading days.

    According to the third quarter financial report of Pathfinder in 2020, Sheng Faqiang is the company's largest shareholder with 146 million shares, accounting for 16.57%, of which 75% are conditionally restricted due to the lock-in of senior executives; Tongyu fund is the second largest shareholder, with a holding number of about 68.9217 million shares, with a shareholding ratio of 7.80%; Wang Jing is the third largest shareholder, with a shareholding number of about 60.3367 million shares, with a shareholding ratio of 6.83% %Of which 75% are executive lock-in shares.

After the equity transfer, the shareholding ratio of global fund will increase to 13.65%, which may lead to the change of control right of listed companies.

According to the announcement, on January 24, Pathfinder received notices from Sheng Faqiang and Wang Jing, the controlling shareholders and actual controllers of the company, that it was planning to transfer shares and had signed the "agreement of intent on share transfer" with tongweizhonghe.

Tongyu Zhonghe, the counter party of this transaction, is a special purpose carrier set up by Beijing Tongyu high-end equity investment center (limited partnership) (hereinafter referred to as "Tongyu fund") for this acquisition, and belongs to the private equity investment industry. Tongyu fund raised 3 billion yuan in the first phase, with a total scale of 10 billion yuan. It mainly selects investment enterprises with long-term development potential, in-depth development of main business or industrial chain integration and sustainable growth through support.

According to the agreement, Sheng Faqiang and Wang Jing intend to transfer 51.6913 million shares of tradable shares with unlimited sales conditions and their related shareholders' rights and interests, accounting for 5.85% of the total share capital of the listed company, and related arrangements such as future Corporate Governance and abandonment of some voting rights are involved. Subsequent specific agreements will be signed by all parties to the agreement.

Founded in 1999 by Sheng Faqiang and Wang Jing, toread is engaged in the R & D design, operation management and sales of multi brand outdoor products such as toread, discovery expedition and toread kids. The company's products include stormsuit, ski suit, quick drying suit, mountaineering shoes, hiking shoes, backpacks, tents, sleeping bags, climbing sticks, folding tables and chairs, camping equipment for picnic, etc.

According to the third quarter of 2020 financial report released by Pathfinder, during the reporting period, the revenue of pathfinder was 167 million yuan, down 43.37% year-on-year; the net value was - 36.7618 million yuan, which was positive 17.6336 million yuan in the same period last year. As of the end of the reporting period, the cash flow from operating activities of the company was -39.8197 million yuan.