ZUIG's Tender Offer Takeover of Zhenxing Biochem (A): Barbarians at the Gate

In Case (A), ZUIG attempted to acquire a controlling stake in Zhenxing Biochem through a tender offer but faced opposition from both its board of directors and its largest stakeholder, Zhenxing Group. The opposition parties used various tactics to fend off the tender offer, such as halting trading, filing real-name reports, and pursuing lawsuits. Zhenxing Group even transferred all of its shares to its white knights, KAISA Group Holdings Ltd. (KAISA) and Cinda Securities Shenzhen Office (Cinda Securities), but its efforts proved unsuccessful. Ultimately, ZUIG replaced Zhenxing Group as the largest shareholder in Zhenxing Biochem. In Case (B), a fierce battle broke out between ZUIG and KAISA for control of Zhenxing Biochem after the successful tender offer. Eventually, an agreement was reached, and ZUIG gained control of the company. Under ZUIG's governance, Zhenxing Biochem embarked on a new phase of development through strategic partnerships, asset restructuring, and other initiatives. This case study provides a comprehensive overview of the target company's development before the tender offer, the complex tender offer and anti-takeover measures, and the challenging integration process that followed. The entire process was characterized by ups and downs, making it a classic example of a hostile takeover that provides valuable lessons for all market participants.