牧食记AgriPost.CN English News China’s Agri-Giants Resolve Multi-Million Dollar Dispute Amidst Financial Turmoil

China’s Agri-Giants Resolve Multi-Million Dollar Dispute Amidst Financial Turmoil

Da Bei Nong (DBN) and Zhengbang Technology have resolved their equity transfer dispute, agreeing on a settlement of CNY 577 million (about USD 80 million). The compensation includes secured claims, cash, shares, and trust beneficiary rights, primarily derived from Zhengbang’s entrusted trust plan. This settlement follows similar litigation with Jiuding Technology, reflecting DBN’s ongoing legal challenges in equity transfers. The financial impact on DBN will depend on the execution of the settlement agreement.

In a significant development, Da Bei Nong (DBN) and Zhengbang Technology announced a resolution to their ongoing equity transfer dispute. The agreement, finalized and signed on July 28, stipulates a settlement amount of CNY 577 million (about USD 80 million).

Background of the Dispute

The conflict dates back to late February 2022, when Zhengbang Technology, amid a financial crisis, proposed transferring the controlling stakes of eight feed subsidiaries in Southwest China to DBN. The deal was valued at approximately CNY 2.0-2.5 billion (about USD 276 -345 million).

Following the equity transfer agreement’s activation, DBN paid an advance of CNY 500 million (about USD 69 million) to Zhengbang Technology. However, by the end of September 2022, DBN unilaterally terminated the partnership and filed a lawsuit with the Beijing First Intermediate People’s Court, seeking a refund of the advance payment along with interest and breach of contract penalties.

Court Proceedings and Restructuring

Shortly after the court accepted the case, Zhengbang Technology entered restructuring proceedings, which concluded in December 2023 with Twins Group becoming the new controlling shareholder. During the restructuring, DBN’s claim was recognized as a contingent liability, pending the outcome of the litigation, and was thus excluded from the immediate restructuring settlement.

The Settlement Agreement

To expedite the recovery of its debt and protect its interests, DBN’s board recently approved a settlement agreement with Zhengbang Technology and relevant parties. The agreed settlement amount of CNY 577 million (about USD 80 million) will be settled according to the court-approved restructuring plan.

The settlement includes:

  • Secured claims worth approximately CNY 320,000 (about USD 44,352)
  • Cash payment of CNY 100,000 (about USD 13,860)
  • 49 million shares of Zhengbang Technology
  • Over 90,000 trust beneficiary rights

Based on Zhengbang Technology’s closing price of CNY 2.71 per share as of July 26, the value of the shares amounts to about CNY 134 million (about USD 18.57 million), indicating that the primary compensation will come from the trust beneficiary rights.

Trust Beneficiary Rights

The trust beneficiary rights are based on Zhengbang Technology’s entrusted trust plan, corresponding to the 100% equity of the trust platform company. The underlying assets of the trust include equity stakes held by Zhengbang Technology and its subsidiaries.

Financial Impact

DBN stated that it had prudently estimated and accounted for the potential loss of the advance payment in its 2022 and 2023 financial statements. The impact on the current and future profits will depend on the execution of the settlement agreement.

Previous Dispute with Jiuding Technology

This is not DBN’s first encounter with equity transfer disputes. In early 2022, the company planned to acquire 30% of Hunan Jiuding Technology Group for CNY 1.32 billion (about USD 183.77 million), with a framework agreement to purchase the remaining 70%. Despite timely payment of the first tranche of CNY 660 million (about USD 91.88 million), a dispute arose over the second tranche, leading to litigation.

In August 2022, Jiuding Technology’s controller, Yang Lin, sued DBN for the second payment of CNY 396 million (about USD 55 million) and daily penalties. DBN argued that Jiuding failed to meet third-party audit requirements, justifying the payment delay.

In April 2023, the Yueyang Intermediate People’s Court in Hunan ruled in favor of Jiuding Technology, ordering DBN to pay CNY 396 million and overdue penalties, along with nearly CNY 10 million (about USD 1.39 million) in litigation costs. DBN appealed but the Hunan High Court upheld the original ruling in November 2023, adding approximately CNY 5.4 million (about USD 0.75 million) in appellate fees.

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