The two sides of the transaction soon noticed that it was inappropriate and separated. In some cases, after long negotiations, they failed to reach an agreement or were rejected by the regulatory authorities. On July 2nd, China Film Internet released a major restructuring plan, and planned to acquire the equity of Tiantu Advertising 100% by issuing shares and paying cash, with a total transaction consideration of 740 million yuan, equivalent to 53.93% of the net assets of China Film Internet at the end of 20 17. Less than a month after the plan was released, this major reorganization fell through, and the fuse was that part of the equity of the controlling shareholder of China Film Internet was frozen. On July 26, Tiantu advertisement informed China Film Internet that it decided to terminate the transaction in view of the freezing of equity.

1. Zhongying Internet Technology Co., Ltd. was established on April 2, 1993. The legal representative is Li Hualiang, and the company's business scope includes: Internet information service business; Sales of entertainment digital products; Technical development, transfer, consultation and service of computer software and auxiliary equipment. In August 2020, China Film Internet disclosed the semi-annual report. In the first half of 2020, the company achieved an operating income of 6,543.8+23.87 million yuan, a year-on-year growth rate of -59.3372%, and a net profit of-22.75 million yuan, a year-on-year growth rate of -654.38+029.2895%. On August 26th, 20021year, Shenzhen Stock Exchange sent a letter of concern to *ST Zhongying (SZ 002464, closing price: 4.26 yuan): In view of the fact that "our department recently paid attention to the daily limit of your company's share price, and the company's share price has risen by 58.36% since August 9th, reaching the standard of two abnormal stock transactions for ten consecutive trading days", Shenzhen Stock Exchange suggested that it be included. During the reporting period, your company achieved operating income of 65.438+0.3 billion yuan, up by 4.99% year-on-year, and net profit attributable to shareholders of listed companies was-65.438+0.57 billion yuan, down by 596.5438+0.56% year-on-year. At the end of the reporting period, the net assets of your company attributable to shareholders of listed companies were-574 million yuan, and the balance of monetary funds was 65.438+0.46 billion yuan. Short-term loans and outstanding corporate loans, interest payable and liquidated damages were 654.38+0./kloc-0.74 billion yuan and 804 billion yuan, respectively, to finance loans overdue. Please combine your company's current production and operation, capital and debt status, bank account being frozen, litigation matters, negative net assets, and major uncertainties in going concern, and fully remind your company of possible risks in future operation, including but not limited to production and operation risks, liquidity risks, major litigation risks, financial risks, delisting risks, etc.

2. Tiantu Advertising is an advertising service provider, which mainly operates under the brand of "interactive communication". Through the big data platform and precision marketing technology, we provide media delivery, advertising creativity, advertising effect monitoring and optimization, case marketing and other services for world-renowned brand enterprises, which are widely used in automobile, FMCG, beauty, tourism, home appliances and other fields. The registered business scope of Shandong Tiantu Culture Media Co., Ltd. is: organization and planning of cultural and artistic exchange activities; Book layout; Graphic design; Literary creation service; Translation services; Educational information consultation; Intellectual property agency and consultation; Computer network technology development, technical consultation, technical service and technology transfer; Acting, designing, producing and publishing domestic advertisements; Enterprise marketing planning; Enterprise management consulting; Corporate image planning; Books, periodicals, office supplies, stationery, handicrafts, printed matter, paper, computers and accessories. (Projects subject to approval according to law can only be operated after approval by relevant departments)