China First Capital

Chinese Private Equity Funds Are Taking on the World’s Giants — Bloomberg

Leave a Comment / August 12, 2020

Bloomberg logo–

Bloomberg headline

Cathy Chan 

July 21, 2016 — 12:00 AM HKT

  • PE firms from China pursue overseas deals at record pace
  • One Italian target says China links are what matter most

Giuseppe Bellandi never imagined that his company, a 30-year-old maker of industrial automation components in the foothills of the Italian Alps, would end up in the hands of a private-equity fund from China.

But when the chief executive officer of Gimatic Srl realized that Asia’s largest economy was key to his firm’s future, and that Chinese PE executives had the expertise to help him grow there, Bellandi jumped at the chance to partner up. Last month, Gimatic turned down bids from Europe and the U.S. in favor of selling a majority stake to AGIC Capital, the PE firm founded by Chinese banker Henry Cai with backing from the nation’s sovereign wealth fund.

“I was really surprised when I realized how strong Chinese private equity firms are,” Bellandi said by e-mail.

China’s PE industry is expanding globally at an unprecedented pace, putting firms like AGIC, Legend Capital and Golden Brick Capital in competition with European and U.S. counterparts like never before. Fueled by China’s growing wealth, investor sophistication and desire to gain exposure to overseas assets, homegrown funds have taken part in at least $16.4 billion of cross-border deals so far this year, exceeding the previous annual record of $11 billion in 2012, according to Asian Venture Capital Journal.

The overseas push marks a coming of age for an industry that just a few years ago was better known for “buy-and-flip” investments in local companies already primed to go public. The approach was so pervasive that Chinese regulators asked KKR & Co.’s Henry Kravis, a private equity pioneer, to lecture domestic players on how to add more value.

This year, Chinese PE firms have participated in the $3.6 billion takeover of U.S. printer company Lexmark International Inc., the $2.75 billion purchase of Dutch chipmaker NXP Semiconductors NV’s standard products unit and the $600 million acquisition of Oslo-based Opera Software ASA’s web browser business. The sum of overseas transactions so far in 2016 is higher than Asian deals by foreign PE firms for the first time, according to AVCJ.

“These Chinese funds are already beginning to alter the calculus for buyout deals worldwide,” said Peter Fuhrman, the chairman and CEO of China First Capital, a Shenzhen-based investment banking and advisory firm. “It’s about buying companies that, once they have Chinese owners, can start making really big money selling products in China.”

For a QuickTake explainer China’s outbound M&A, click here.

The firepower to pull off such deals comes in part from China’s growing army of high-net worth individuals, whose ranks expanded at the fastest pace worldwide last year despite the country’s weakest economic growth in a quarter century, according to Capgemini SA. Rich Chinese investors are increasingly keen to diversify overseas after last year’s devaluation of the yuan spurred concern of more weakness to come.

“There’s a lot of domestic capital available, obviously looking for a home, and that’s fueling the emergence of these funds,” said Michael Thorneman, a partner at Bain & Co., a Boston-based consulting firm.

It’s no coincidence that the increased focus on international deals comes amid a record overseas shopping spree by Chinese companies, who have announced about $149 billion of outbound acquisitions so far this year. In some cases, PE funds are working with Chinese corporates and financial firms to help structure the deals and amplify their buying power.

For the Lexmark purchase, Legend Capital partnered with PAG Asia Capital and Apex Technology Co., a Chinese maker of ink cartridge chips. On the $9.3 billion takeover of U.S.-listed Qihoo 360 Technology Co., Golden Brick Capital teamed up with Chinese investors including Ping An Insurance (Group) Co.

Domestic Players

“PE funds like us have very experienced teams, who can do the whole thing from deal sourcing to negotiation to due diligence to deal structure,” said Parker Wang, the CEO of Beijing-based Golden Brick, which has invested about $2 billion since it opened in 2014 and also led the purchase of Opera Software’s browser unit.

It hasn’t always been smooth sailing. The Opera Software deal, for example, was originally supposed to be a takeover of the entire company, but suitors including Golden Brick failed to secure government approval.

Chinese funds are also becoming more active in their home market. They’ve been helped by a regulatory bottleneck for initial public offerings — which encouraged companies to turn to PE firms for financing — and the rise of China’s Internet industry, a business that the government shields from foreign ownership.

Local funds participated in domestic investments worth $48 billion last year, exceeding Chinese deals by foreign PE firms by a record margin, according to AVCJ. The number of active Chinese funds, at 672 during 2013-2015, was the highest in at least five years, according to data compiled by Bain & Co.

For more on one of the latest China PE investments, click here.

Among the most high-profile firms doing domestic deals is Yunfeng Capital, founded by Alibaba Group Holding Ltd. Chairman Jack Ma. The firm has purchased stakes in Citic Securities Co. and smartphone maker Xiaomi, while also participating in offers for U.S.-listed Chinese companies such as iKang Healthcare Group Inc. and WuXi PharmaTech.

Domestic funds typically have a home-field advantage over foreign firms in identifying promising investment targets, according to William Sun, general manager of Beijing Jianguang Asset Management Co., a PE firm that focuses on the technology industry.

“We’re all optimistic about China opportunities, but we probably have a better grasp of them than foreign funds,” Sun said.

To be sure, overseas players aren’t walking away from China. Some have partnered with domestic PE firms on consortium deals, as California-based Sequoia Capital did with Yunfeng on the WuXi PharmaTech takeover.

Growing Competition

Others have identified niches. KKR has spent about $1 billion on five food-related investments in China since 2008, betting that its global track record in the industry will help it thrive in a country that’s faced several food-safety scandals in recent years.

More broadly, foreign firms may be concerned about rising valuations in China, according to Bain & Co.’s Thorneman. The average PE-backed Chinese acquisition target in 2015 had an enterprise value of about 18 times earnings before interest, taxes, depreciation and amortization, up from about 11 in 2013, according to data compiled by Bain.

“There’s just more competition out there,” Thorneman said. “That translates typically into higher valuations, more competitive deals, and more players pushing prices up.”

Most signs point toward a bigger role for Chinese PE firms both at home and abroad. They controlled the largest portion of an estimated $128 billion cash pile in Asia-focused PE funds at the end of 2015, data compiled by Bain show.

Given that China is still growing faster than most major countries, any PE firm with the ability to help companies thrive there will have a leg up on international competitors, said Cai, the former Deutsche Bank AG investment banker who started AGIC last year and calls it an “Asian-European” PE firm. The fund, which counted Chinese insurance companies among its early investors, has offices in Beijing, Shanghai, Hong Kong and Munich.

“Few companies nowadays would care about the money or how much you pay them,” Cai said. “They care if the investor can help them break into the Greater China market.”

http://www.bloomberg.com/news/articles/2016-07-20/chinese-funds-that-kravis-urged-to-grow-up-are-now-kkr-rivals

China Cross-Border M&A, CNBC Interview

Leave a Comment / July 21, 2016

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CNBC

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The seventh annual Future China conference just concluded in Singapore. I was invited to speak on a panel about financial markets reform in China. As the conference got underway, CNBC interviewed me live about Chinese cross-border M&A. You can watch the interview by clicking here.

My thanks and congratulations to the conference organizer, Singapore’s Business China, and the two ravishing ladies who run it, CEO Sun Xueling and Executive Director, Josephine Gan. They and their staff put on the best China conference I’ve ever been to. Reform, innovation, corruption, military strategy were all on the agenda. But, so too were discussions about how to improve the lives of the 600 million Chinese still living in peasant villages. One comparison hit home: the average farm size in China is 6,000 square meters. Even in India, with less than one-quarter China’s per capita GDP, farms are almost twice the size, at 13,000 square meters. What about the US? Farms are on average 300 times larger than China’s, or about 1.8mn square meters.

Business China was started nine years ago by Lee Kuan Yew to foster greater business and cultural ties between Singapore and the People’s Republic. I’m among the many who view Mr. Lee as one of the outstanding political leaders of the last century and among those who sincerely mourn his passing last year at age 91.

 

Group   Peter Fuhrman at Future China, Singapore July 2016

 

 

 

 

 

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The Secret to Alibaba’s Success: Dirt Cheap Third-Party Shipping — Nikkei Asian Review

Leave a Comment / August 12, 2020

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Procter & Gamble’s staple brands – Crest, Tide, Head & Shoulders, Pantene, Pampers — dominate the mass-market premium segment in China just as they do in the US. Buy them at the local Walmart supermarket in China, and just about everything costs more, in dollar terms, than it does at Walmart in the US. Shop online, though, and China wins hands down the P&G low-price battle.

Alibaba‘s Taobao marketplace deserves part of the credit. Its 10 million merchants, most of whom are small traders with their own limited inventory, offer things at prices well-below those at brick-and-mortar shops. But, the biggest savings comes from ridiculously low overnight shipping costs in China. Alibaba doesn’t directly arrange shipping for Taobao merchants. It’s up to each seller to sort things out with one of the country’s big nationwide private courier companies.

There are four giants, market leader Shunfeng and three almost identically named firms, YTO, STO and ZTO. Those three were started and are owned by entrepreneurs from the same small county in Zhejiang, called Tonglu, about 50 miles from. Alibaba’s headquarters in Hangzhou.

So, just how cheap is online shopping for P&G products in China? I ran out of detergent and for the first time decided to buy it on Taobao. I was thinking I might save some money. But, the bigger benefit is not having to shlep the three kilo sack of Tide powder from the supermarket, where it sells for around Rmb 50.

On Taobao, I paid Rmb 20.90, or $3.18, for three kilos of Tide and two-day express ground shipping from Shijiazhuang, a city 1,200 miles away from me in Shenzhen. The same weight of Tide bought online in the US from the cheapest eBay seller and ground-shipped the same distance and time by Fedex would cost $53, at a minimum. Of that, at least $35 goes to shipping.

Yes, Chinese labor costs are much less. But, gasoline costs twice as much in China as the US and highway tolls are exorbitant in China, as much as 60 cents for every mile a truck travels. I bought the bag of Tide on Taobao half-thinking I’d never receive anything. But, the parcel showed up intact and on time. Who, if anyone, made any money on this?

Even if the Tide detergent is completely phony — Taobao does have a reputation for selling lots of counterfeit merchandise — the shipping costs can’t be faked. My detergent was shipped and delivered by ZTO. By some counts, it is now moved ahead of Shunfeng in volume, if not revenue. At year-end last year ZTO was said to be delivering 10 million parcels a day. ZTO is mainly a network of independent local franchisees, with the ZTO parent owning and operating the main warehouses. ZTO is planning to IPO sometime soon in Hong Kong. Warburg Pincus and Sequoia Capital are both investors.

The other three big courier companies are also well along in their IPO planning. Each is saying they need billions in new capital. They can’t be earning much if anything and continue to plow money into infrastructure. Parcel shipping is still growing by about 30% a year. Every week, courier companies deliver about 500 million packages in China.

All four big courier companies are saying they want to buy or lease jets to move things around, to save on gasoline and tolls. They’re also all looking to use drones for the last mile. As of now, parcels in China are delivered by an army, perhaps as many as one million strong, of electric-scooter riding delivery guys. Contrary to what you may think, this isn’t low-paid work in China. You can earn at least double what you’d be paid for factory work. A lot of recent college graduates are taking their first job delivering packages. The career ladder for many is to move up from YTO, STO and ZTO, who get most of their business through Taobao, to work for either JD.com or Amazon in China. Both have their own in-house courier staff, with better pay, hours, equipment and genuine uniforms.

Alibaba doesn’t directly own or control a courier company. So far, that strategy has worked out splendidly. As long as the courier companies are competing furiously, things on Taobao will remain dramatically cheaper than in stores. If the couriers ever decided to seek profits rather than market share, it would certainly put a dent in Taobao’s growth. An Alibaba-backed logistics company called Cainiao just raised $1.5bn, at a $7bn valuation, to better coordinate the deliveries made by ZTO and the other Tonglu firms.

Ecommerce in China works like nowhere else in the world. Sales are still growing at breakneck speed and are on course by 2017 to reach $1 trillion annually, far higher than anywhere else. Cheap delivery makes it a bargain not only to buy P&G products, but even the lowest-priced goods on Taobao.

For years, Chinese law made it illegal for Fedex and UPS to enter the domestic delivery business in China. The Chinese government finally rescinded the law two years ago. The two American giants took one look at the cutthroat competition and ridiculously low prices charged by their Chinese counterparts and chose to stay out of the fray.  In the US, they get paid $15.50 a kilo to move goods by ground in two days between two far-off cities. In China, the going rate is about four Renminbi, or 60 cents.

We’ll likely know soon, once IPO prospectuses appear, if ZTO and the others are making any money at all. An IPO requires a GAAP audit and full compliance with China’s burdensome tax code. This often extinguishes all profit.

Ecommerce in China has so far created only two big beneficiaries. Taobao is one. It earns billions a year in ad fees paid by merchants trying to get noticed. The other is China’s 500 million online shoppers. We save big, and enjoy the luxury of cheap home delivery, on just about everything we care to buy.

As published in Nikkei Asian Review

Investors rush to fund China tech start-ups — Singapore Straits Times

Leave a Comment / August 12, 2020

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 Investors rush to fund China tech start-ups

Staff at Beijing-based tech start-up ABD Entertainment. Many such firms have been drawing substantial investments from the government and venture capitalists, even amid China's slowing economy.
Staff at Beijing-based tech start-up ABD Entertainment. Many such firms have been drawing substantial investments from the government and venture capitalists, even amid China’s slowing economy.
Published  Jun 27, 2016, 5:00 am SGT

Amid flow of money, hopeful entrepreneurs warned that innovation is crucial to success

Chong Koh Ping  China Correspondent In Beijing

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Former media man Lei Ming has programmers, budding actresses and even an Internet celebrity on staff at his data-driven start-up in Beijing.

His two-year-old firm focuses on using big data and analytics – a relatively new tech sector worldwide – to help consumer brands figure out how to get the best bang for their marketing buck.

“There’s an immense amount of data we can glean from weibo accounts,” said Mr Lei, referring to the Chinese version of Twitter, which now has 261 million monthly active users.

Through data analysis, he aims to help clients find the most cost-effective ways to sell their products – through celebrity endorsement, product placement or other innovative means, especially on online platforms.

Valued at about 100 million yuan (S$20 million), the start-up received nearly 10 million yuan in funding last year.

While Mr Lei, 34, is not anxious about revenue for now, he is very clear that he must focus on making his start-up profitable. “It is important that we must be able to make money on our own instead of relying on investors’ money,” he said.

The next step is to become a major player in entertainment advertising – a market he estimates is worth 100 billion yuan. In three years, he aims to get the firm listed on a stock exchange. Mr Lei’s start-up is one of millions that have sprung up in China in recent years amid a tech startup boom. According to a report on the China.org.cn government website, some 4.9 million new companies were set up between March 2014 and May last year, with more than half being Internet firms.

Despite a slowing economy, tech start-ups of all sizes are attracting billions of dollars in investment funds from the government and venture capitalists.

According to research firm Preqin, private investors had poured around US$26.2 billion (S$35 billion) into 796 Chinese tech firms as of the middle of this month.

And last year, government-backed venture funds targeted at tech start-ups raised about 1.5 trillion yuan, increasing the amount under management to 2.2 trillion yuan, according to a Bloomberg report. However, regulations and market practices have yet to be finalised, and it is unclear how quickly the funds will be deployed, said the report.

Even though many of these 780 government guidance funds have been around for more than 10 years, the tech investment boom started after Chinese Premier Li Keqiang rolled out his “Internet Plus” initiative in 2014, encouraging innovation and entrepreneurship. This comes as China seeks to move away from a reliance on low-end manufacturing and heavy industries.

With labour and living costs on the rise, China can no longer rely on labour-intensive industries to keep its economy humming, said Ms Jenny Lee, a Shanghai-based venture capitalist who has been investing in Chinese tech firms for the past 15 years. “The old way of throwing labour at tasks is over,” she said. “China must change.”

It must adopt firms that leverage on technology, for these will help increase efficiency and sometimes replace labour, she added.

But while there is no shortage of money out there, with billions of dollars being poured into thousands of tech start-ups each year, just as many are going belly-up for shortage of funds or failure to commercialise their products.

This is because investors and consumers are becoming more discerning, and it is no longer enough for entrepreneurial hopefuls to just go and copy someone else’s idea and hope to thrive, investors and entrepreneurs told The Straits Times.

“These firms need to innovate to compete,” said Ms Lee. And innovation can be in terms of the business model, product or technology.

Some venture capitalists, such as Beijing-based James Tan, find Chinese tech firms to be very good at localising new ideas from Silicon Valley and achieving superior results on the mainland.

Still, Mr Peter Fuhrman, the chairman of China First Capital, a Shenzhen-based investment bank and advisory firm, pointed out that while this strategy has helped some of the home-grown tech giants to grow, it is not sustainable.

Successful tech players like Baidu, Alibaba and Tencent benefited greatly from an intellectual property and legal regime that allowed them to copy American business models and intellectual property without punishment, he said.

China’s market is also closed to foreign competitors, so that domestic firms can grow and thrive within a walled garden free from outside competition, he added.

However, he noted, it is harder now for China to shield its domestic firms from competition than in the late 1990s, when the tech giants got started, as China has since become a World Trade Organisation member.

“Walled gardens are basically illegal under WTO,” he said.

Another problem that could make it hard for China to grow the tech sector is the unique and “occasionally dysfunctional” capital market and initial public offering (IPO) regime, he said.

“This has now made it between difficult and impossible for Chinese tech companies to IPO within China,” he said.

Despite the problems, the push towards innovation and entrepreneurship looks set to continue, with more than 1,600 high-tech incubators nurturing start-ups across the nation.

Ms Mao Donghui, the executive director of Tsinghua x-lab, a university-based education platform for start-ups, said China is just beginning to wake up to the need for innovation. For start-ups to succeed, however, being innovative is not good enough – young people also need to know how to do business. For them to have the right combination of innovation and entrepreneurship would “require years of effort, right methods and experience”, said Ms Mao.

“It’s not that easy to just shout about innovation and entrepreneurship for a year or two, and expect to see results blossom, and affect economic growth. There is still a long way to go,” she said.

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http://www.straitstimes.com/asia/east-asia/investors-rush-to-fund-china-tech-start-ups

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The silver lining in high-priced urban land — China Daily commentary

Leave a Comment / August 12, 2020

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For those of us living in prosperous first- and second-tier cities in China, the land beneath our feet is exploding in value. Every week seems to set a new price record, as real estate developers buy up land to build on in Beijing, Shanghai, Shenzhen, Guangzhou, Hangzhou, Nanjing and elsewhere.

This has two ill effects. First, it adds more upward pressure on already high housing prices. Second, since the land buyers have mainly been large State-owned enterprises, they will need to sell the apartments they plan to build at one of highest prices per square meter in the world to make profits. It’s another matter that the SOEs are meant to help solve, rather than exacerbate, the serious lack of affordable housing for China’s ordinary urban population.

But there is one hidden and perhaps surprising benefit. The high and rising land prices are confirmation that land sales are becoming more transparent, less prone to potential favoritism and insider dealing. That is ultimately good for just about everyone in China. In the recent record-high land sales, the seller is the local government. In some cases, the price paid was more than double of what the government itself estimated the land would fetch. So it is up to the government now to spend the windfall wisely, in ways that will improve living standards for everyone in the city.

Too often in the past, urban land for residential development was sold for less than its true market price. The unfortunate result was that a comparatively few lucky real estate developers were able to buy land at artificially low prices and then make unconscionably high profits. Not for nothing was it said over the past 20 years that the easiest way in the world to make big money was to become a realty developer in one of China’s major cities.

When a local government sells land at artificially low prices to developers, it can amount to a transfer of wealth from China’s ordinary folks, the laobaixing, to those favored real estate companies. That’s because the developers take the cheap land and then build and sell expensive apartments on it. And the government itself gets less revenue than it should have. This means less money to spend on services that benefit everyone: urban transport, affordable housing, schools, parks, hospitals and the like.

Few Chinese developers have mastered the art and business of building and marketing high-quality apartments on time and within a set budget. Apartment prices have almost always risen during the three years it takes to go from an undeveloped plot to a finished building. If a developer got a good deal on land, he/she was able to sell the new apartments during construction, use the cash to pay off the bank loans and lock in a very high profit.

Going forward all this will become far more challenging. When a developer goes bankrupt, the real victims are usually the ordinary folks who have bought apartments during the construction phase. Time and again, it has proven difficult, nerve-wracking and time-consuming for these buyers to get their money back or make sure the apartments they bought are completed.

As the risk of bankruptcies rise with land prices, I’d like to see rules requiring residential developers to buy insurance to automatically reimburse buyers in case they go bust. The insurance will also put additional and useful pressure on developers to complete work on time and maintain an acceptable quality. If the developer isn’t making progress, or there are other signs of trouble, the insurance company would either withdraw coverage and reimburse buyers or require a new and more reliable developer to take over. Either way, the goal must be to protect, in a transparent and predictable way, the investment of ordinary homebuyers.

Up to now, too much pressure and risk has landed on the shoulders of buyers rather than builders, with cities also short-changing themselves. A fairer and better balance may now be emerging.

The author is chairman and CEO, China First Capital.

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http://www.chinadaily.com.cn/opinion/2016-06/22/content_25798648.htm

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Too Prone To Copy — Week In China magazine

Leave a Comment / August 12, 2020

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China’s lack of robust intellectual property protection makes winners and losers of all of us living here. We can choose to save big money by buying cheap pirated products or downloading without charge just about any song or copyrighted material. But, China also pays a price by making it so hard to protect patents, trademarks and copyright. Chinese companies are mainly stuck in a low-margin and low-growth trap, without unique, IP-defended products or technologies.  Come up with a novel idea and it’s almost certain to be stolen or copied without real compensation.

The victims of IP theft in China are many, from Hollywood studios to Microsoft to manufacturers of most high-tech machinery, as well as thousands of Chinese tech startups. I joined their ranks last month. I can’t say I suffered any real material loss, but the bitter taste lingers.

On a late May weekday morning, my email and Wechat began to blink with activity. Friends and acquaintances wrote telling me they’d just finished a Chinese-language article with my byline published that day on the website of China’s most authoritative daily source about the private equity industry, called “PE Daily” in English and “投资界” in Chinese.

It’s a nice way to start the day, with friendly messages, some offering a pat on the back. But, in this case, I knew something was off. I hadn’t written anything for this company, in fact have never had any contact with them. A couple of clicks got me to the article with my name on it. It came with a rather long and sensational Chinese headline, “中国PE“悲情”十年：LP只拿回30%本金，美国同期高达200%！”, the first part of which you could translate as “China PE’s Dismal Decade”.

The headline and accompanying illustration were new but the rest was familiar. The text had been lifted verbatim from an article I wrote 16 months ago and published in print in January 2015 by one of China’s most respected and well-read business magazines, Caijing.

The PE Daily version doesn’t credit Caijing, the copyright holder, nor include the date of original publication. The data I cite on a performance gap between Chinese and US private equity firms in cash payouts to investors, current at the time I wrote it, is now stale. A predictable result, within a few hours of the PE Daily article appearing, I began getting attacked in online forums for disingenuously ignoring more recent numbers that would perhaps show China’s PE industry in a better light.

Had PE Daily bothered to ask, I probably would have provided updated numbers. I know it has an influential readership. The article got over 15,000 views within the first 24 hours. From there, the stolen article began to spread like a pandemic. It’s now been republished on a dozen other Chinese financial industry websites, including some of the mainstream ones. These other sites ran the article exactly as published by PE Daily,  with one small difference. They mainly all deleted my name. At a guess, I’d say the article been seen by 100,000 people by now.

On every site I’ve looked at, the article is surrounded by online ads. This proves what everyone would intuitively guess: IP theft, when it goes unpunished,  is as good a way to make money as there is. Your input costs can be zero.

I got hold of the editor at Caijing and confirmed they hadn’t given their permission to PE Daily to republish, nor would they or I be receiving any kind of syndication fee. “Sure, we could go to court,” he concluded, “but we’d spend money on lawyers and probably get nothing in return.” In other words, no recourse.

I twice emailed the owner of PE Daily enquiring if they were authorized to republish the Caijing article. There’s been no reply so far. But, the article was taken down from the PE Daily website. The other Chinese websites still have the article up, and still include the fact they syndicated it from PE Daily.

China has made a few notable efforts to discourage IP infringement. But overall it’s still common and, as in my small case, often quite brazen. This must inevitably put a damper on China’s efforts, as President Xi Jinping recently put it, to “make innovation the pivot of development”. The government money and urgency are there. What’s still missing, a system that protects innovators, patent and copyright holders. The rewards still flow too easily to thieves and copycats.

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http://www.weekinchina.com/2016/06/too-prone-to-copy/?dm

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Why Taiwan Is Far Ahead of Mainland China in High-Tech — Financial Times commentary

Leave a Comment / August 12, 2020

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Largan–

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Every country is touchy about some topics, especially when raised by foreigner. Living in China for almost seven years now, and having been a student of the place for the last forty, I thought I knew the hot buttons not to press. Apparently not.

The topic at hand: high-tech innovation in the PRC and why it seems to lag so far behind that of neighboring Taiwan. A recent issue of one of China’s leading business publications, Caijing Magazine, published a Chinese-language article I wrote together with China First Capital’s COO, Dr. Yansong Wang, about Taiwan’s high-flying optical lens company Largan Precision.

Soon after the magazine was published, it began circulating rather widely. Howls of national outrage began to reach me almost immediately. Mainly we were accused of not understanding the topic and having ignored China’s many tech companies that are at least the equal, if not superior, to Largan.

I didn’t think the article would be all that contentious, at least not the facts. Largan last year had revenues in excess of $1 billion and net profit margins above 40%, more than double those of its main customer, Apple, no slouch at making money. China has many companies which supply components to Apple, either directly or as a subcontractor. None of these PRC companies can approach the scale and profitability of Largan. In fact, there are few whose net margins are higher than 10%, or one-quarter Largan’s. Case in point: Huawei, widely praised within China as the country’s most successful technology company, has net margins of 9.5%.

Taiwan inaugurated its new president last month, Tsai Ing-wen, who represents the pro-Taiwan independence party. Few in the PRC seem to be in a mood to hear anything good about Taiwan. In one Wechat forum for senior executives, the language turned sharp. “China has many such companies, you as a foreigner just don’t know about them.” Or, “Largan is only successful because like Taiwan itself, it is protected by the American government” and “Apple buys from Largan because it wants to hold back China’s development”.

Not a single comment I’ve seen focused on perhaps more obvious reasons China’s tech ambitions are proving so hard to realize: a weak system of patent protection, widespread online censoring and restrictions on free flow of information, a venture capital industry which, though now large, has an aversion to backing new directions in R&D.  In Taiwan, none of this is true.

Largan is doing so well because the optical-quality plastic lenses it makes for mobile phone cameras are unrivalled in their price and performance. Any higher-end mobile phone, be it an iPhone or an Android phone selling for above $400, relies on Largan lenses.

Many companies in the PRC have tried to get into this business. So far none have succeeded. Largan, of course, wants to keep it that way. It has factories in China, but key parts of Largan’s valuable, confidential manufacturing processes take place in Taiwan. High precision, high megapixel plastic camera lenses are basically impossible to reverse-engineer. You can’t simply buy a machine, feed in some plastic pellets and out comes a perfect, spherical, lightweight 16-megapixel lens. Largan has been in the plastic lens business for almost twenty years. Today’s success is the product of many long years of fruitless experimentation and struggle. Largan had to wait a long time for the market demand to arrive. Great companies, ones with high margins and unique products, generally emerge in this way.

We wrote the article in part because Largan is not widely-known in China. It should be. The PRC is, as most people know, engaged in a massive, well-publicized multi-pronged effort to stimulate high-tech innovation and upgrade the country’s manufacturing base. A huge rhetorical push from China’s central government leadership is backed up with tens of billions of dollars in annual state subsidies. Largan is a good example close to home of what China stands to gain if it is able to succeed in this effort. It’s not only about fat profits and high-paying jobs. Largan is also helping to create a lager network of suppliers, customers and business opportunities outside mobile phones. High precision low-cost and lightweight lenses are also finding their way into more and more IOT devices. There are also, of course, potential military applications.

So why is it, the article asks but doesn’t answer, the PRC does not have companies like Largan? Is it perhaps too early? From the comments I’ve seen, that is one main explanation. Give China another few years, some argued, and it will certainly have dozens of companies every bit as dominant globally and profitable as Largan. After all, both are populated by Chinese, but the PRC has 1.35 billion of them compared to 23 million on Taiwan.

A related strand, linked even more directly to notions of national destiny and pride: China has 5,000 years of glorious history during which it created such technology breakthroughs as paper, gunpowder, porcelain and the pump. New products now being developed in China that will achieve breakthroughs of similar world-altering amplitude.

Absent from all the comments is any mention of fundamental factors that almost certainly inhibit innovation in China. Start with the most basic of all: intellectual property protection, and the serious lack thereof in China. While things have improved a bit of late, it is still far too easy to copycat ideas and products and get away with it. There are specialist patent courts now to enforce China’s domestic patent regime. But, the whole system is still weakly administered. Chinese courts are not fully independent of political influence. And anyway, even if one does win a patent case and get a judgment against a Chinese infringer, it’s usually all but impossible to collect on any monetary compensation or prevent the loser from starting up again under another name in a different province.

Another troubling component of China’s patent system: it awards so-called “use patents” along with “invention patents”. This allows for a high degree of mischief. A company can seek patent protection for putting someone else’s technology to a different use, or making it in a different way.

It’s axiomatic that countries without a reliable way to protect valuable inventions and proprietary technology will always end up with less of both. Compounding the problem in China, non-compete and non-disclosure agreements are usually unenforceable. Employees and subcontractors pilfer confidential information and start up in business with impunity.

Why else is China, at least for now, starved of domestic companies with globally-important technology? Information of all kinds does not flow freely, thanks to state control over the internet. A lot of the coolest new ideas in business these days are first showcased on Youtube, Twitter, Instagram, Snapchat. All of these, of course, are blocked by the Great Firewall of China, along with all kinds of traditional business media. Closed societies have never been good at developing cutting edge technologies.

There’s certainly a lot of brilliant software and data-packaging engineering involved in maintaining the Great Firewall. Problem is, there’s no real paying market for online state surveillance tools outside China. All this indigenous R&D and manpower, if viewed purely on commercial terms, is wasted.

The venture capital industry in China, though statistically the second-largest in the world, has shunned investments in early-stage and experimental R&D. Instead, VCs pour money into so-called “C2C” businesses. These “Copied To China” companies look for an established or emerging business model elsewhere, usually in the US, then create a local Chinese version, safe in the knowledge the foreign innovator will probably never be able to shut-down this “China only” version. It’s how China’s three most successful tech companies – Alibaba, Tencent and Baidu – got their start. They’ve moved on since then, but “C2C” remains the most common strategy for getting into business and getting funded as a tech company in China.

Another factor unbroached in any of the comments and criticisms I read about the Largan article: universities in China, especially the best ones, are extremely difficult to get into. But, their professors do little important breakthrough research. Professorial rank is determined by seniority and connections, less so by academic caliber. Also, Chinese universities don’t offer, as American ones do, an attractive fee-sharing system for professors who do come up with something new that could be licensed.

Tech companies outside China finance innovation and growth by going public. Largan did so in Taiwan, very early on in 2002, when the company was a fraction of its current size. Tech IPOs of this kind are all but impossible in China. IPOs are tightly managed by government regulators. Companies without three years of past profits will never even be admitted to the now years-long queue of companies waiting to go public.

Taiwan is, at its closest point, only a little more than a mile from the Chinese mainland. But, the two are planets apart in nurturing and rewarding high-margin innovation. Taiwan is strong in the fundamental areas where the PRC is weak. While Largan may now be the best performing Taiwanese high-tech company, there are many others that similarly can run circles around PRC competitors. For all the recent non-stop talk in the PRC about building an innovation-led economy, one hears infrequently about Taiwan’s technological successes, and even less about ways the PRC might learn from Taiwan.

That said, I did get a lot of queries about how PRC nationals could buy Largan shares. Since the article appeared, Largan’s shares shot up 10%, while the overall Taiwan market barely budged.

Our Largan article clearly touched a raw nerve, at least for some. If it is to succeed in transforming itself into a technology powerhouse, one innovation required in China may be a willingness to look more closely and assess more honestly why high-tech does so much better in Taiwan.

(An English-language version of the Largan article can be read by clicking here. )

(财经杂志 Caijing Magazine’s Chinese-language article can be read by clicking here.)

http://blogs.ft.com/beyond-brics/2016/06/07/why-taiwan-is-far-ahead-of-mainland-china-in-high-tech/

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Investing in emerging markets — Financier Worldwide Magazine

Leave a Comment / May 25, 2016

 

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Financier

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 by Richard Summerfield

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During the strains and stresses of the financial crisis, the world’s undeveloped nations proved a safe haven for investors. Flush with resources and opportunities, emerging markets such as Brazil, Russia, India, China and others were the ideal destination for beleaguered investors.

For years, the emerging markets experienced astronomical growth and development. Infrastructure projects were announced and completed, financial hubs developed and a consuming middle class emerged. For a while, the emerging markets were posited as the next influential force in global business and economics.

Yet in 2016, the rapid ascent enjoyed by many of the emerging markets is now a thing of the past. Brazil is in the midst of its worst recession in living memory and gripped by a political corruption scandal. Russia is beset by financial and geopolitical difficulties. China is wrestling with a substantial economic shift as its ruling class re-tools the national economy away from manufacturing and production toward a service based economy. Though China’s economy is still growing at a pace that many western leaders would happily accept, it is a shadow of what it was just a few years ago.

Though the stratospheric growth experienced in the emerging markets was never going to be infinite, the scale and speed of the decline has been eye opening. And investors, in recent years, have responded by shunning emerging markets and diverting their capital elsewhere.

This reversal in fortunes experienced is reflected in declining inbound M&A. KPMG International’s Cross-border Deals Tracker recorded a 3 percent decline in developed to emerging market deals last year, including a 50 percent drop in developed to emerging market activity in China. Much of the decline in investment into China from developed markets relates to the difficulties foreign firms encounter when entering the Chinese economy. Although it is a global powerhouse, the growth of the country’s economy does not really translate into viable investment opportunities for overseas investors, according to Peter Fuhrman, chief executive officer of China First Capital. China’s unwillingness to allow foreign investors into its financial markets and currency act as considerable barriers to international investment. “As long as this situation persists, China will likely continue to be rather unfriendly terrain for global capital,” says Mr Fuhrman. “The result is that the non-Chinese world’s investment institutions remain under-allocated to China. Its economy and capital markets are the second-largest in the world. But that size doesn’t translate into genuine global financial clout.”

BRICS and beyond

Given the scale of the opportunities available to investors, it is imperative to think beyond the traditional BRIC nations – Brazil, Russia, India and China – when considering the developing world. Though it is true that the BRICs have dominated the discussion around emerging markets since the acronym was first used in 2001, they have suffered more than most over the last few years and other developing nations have risen to prominence and attracted considerable investment.

Countries like Mexico – which has enacted considerable internal reforms to make it more attractive to investors – have risen out of the ashes of the BRICs. For every Brazil and Russia there is a Mexico and Philippines. While some of the BRICs have stumbled in recent years, a number of non-BRIC nations have driven emerging market growth. ASEAN and GCC countries have made great strides, as have a number of Sub-Saharan African states. Indonesia, Nigeria, Bangladesh, Mexico and Pakistan have also seen considerable activity. Mexico has emerged as a burgeoning Latin American powerhouse. According to a new study by the IE Business School, Mexico is the top investment destination in Latin America, and this optimistic outlook is supported by a recent announcement by Ford Motor Company which will be expanding into Mexico, creating 2800 new jobs by 2020. The country has also attracted considerable attention – and investment – from Asian investors of late.

Chile, too, has seen a rise in foreign investment. Its economic performance has been far from stellar in recent years – the country’s GDP has failed to recover from the steep slowdown seen in 2014-2015 – yet it has remained attractive to foreign investors. For Francisco Ugarte, a partner and co-head of corporate M&A at Carey, there are a number of reasons for the uptick in dealmaking activity in the country. “Among the most relevant reasons is the large currency depreciation that emerging markets have experienced, posing their assets at cheaper prices in dollar terms,” he says. “In Chile, for instance, $1 was 549 pesos about two years ago, whereas today $1 equals 661 pesos. Also, the current lacklustre market conditions make, in-house investing projects look less attractive and as a result industry consolidation cycles are triggered in search of greater operational efficiencies. We have seen this in Chile. A few examples are the US$600m acquisition of Cruz Verde by Mexican Femsa and the US$1bn acquisition of 50 percent of Zaldivar by Antofagasta Minerals.”

Turning the tide

Despite the headwinds prevalent across developing nations, it would seem that investors are slowly returning to emerging markets. In March and April alone, around $10bn of capital entered the emerging markets – a reversal in fortunes when compared with 2013-2015 which, according to research from Bank of America Merrill Lynch, saw $103bn leave emerging market debt.

Much of this resurgence has been predicated on a number of factors, including low valuations, currency movements, diversification and commodity prices which have risen gradually since February following persistent declines over the last two years. Furthermore, investors have been drawn back to emerging markets by expectations that the Federal Reserve will raise US rates in 2016 fewer times than previously thought.

Argentina, too, has contributed to the emerging market resurgence. In April, it issued debt to the international capital markets for the first time since its default in 2001, selling $15bn in the biggest single issuance of debt from an emerging market country, according to Dealogic.

One key stock index for emerging nations, the MSCI, is up 6.5 percent so far in 2016. That is markedly better than European markets, and ahead of the recent turnaround in US markets. “If valuations continue to be attractive relative to overall market conditions, deals will continue to be made,” says Wael Jabsheh, a partner at Akin Gump. “For the time being, as long as global markets remain stable and the cost of capital remains low, investment in emerging markets should not significantly subside.”

According to the Institute for International Finance, foreigners ploughed some $36.8bn into emerging stocks and bonds in March 2016 – the highest inflow of capital in nearly two years and well above monthly averages for the past four years. Investors were especially drawn to by Brazil’s equities, due to attractive valuations and hopes for political change in the wake of the ongoing corruption scandal and potential impeachment of President Dilma Rousseff. Investors also sought out emerging markets as commodity prices slowly began to rebound and confidence grew that the Fed was on a slower path to raise interest rates.

Although there have been fears around the performance of emerging markets of late, there are many reasons why companies should not abandon the developing world yet. By taking a nuanced, measured approach, investors can still benefit. They must adopt a more studied approach, taking into account a number of factors including location, sector and risk-hedging strategies.

Patience will also be key for companies pursuing deals or investments in emerging markets. The rapid decline of prices may serve as a beacon for firms to dive in. Currently, emerging market stocks are trading at lower prices than developed stocks, but may not have bottomed out. Furthermore, prices may not be low enough to offset the high risk of investing in some markets. Nevertheless, the developing nations, with their burgeoning populations and nascent middle classes, are the future of global economic growth.

Local focus

For companies looking to invest in emerging markets, there are a number of precautions they must take. Chief among these is tapping into local knowledge and experience. Without embracing local experts, investors risk misunderstanding local business culture, which may be very different to their own. Equally, by utilising local expertise, investors can speed up processes and improve communications. “Local knowledge for investing in emerging markets is fundamental,” says Mr Ugarte. “Developed economies tend to be alike but each developing economy has its own rules. Several failures have happened when companies from developed markets operate in the developing world assuming certain rules as theirs. Successful deals in developing markets require knowledgeable local advisers, local insiders and usually a mix of local-foreign management capacity. Collaboration is likely to play a vital part in the successes – or failures – of many organisations’ efforts in the emerging markets.” As such, engaging with local talent and drawing on their knowledge and expertise is a step which investors should not overlook. Acknowledging that the cultural gap varies tremendously between countries does also help. “Chile, which has a free market economy and a good political stability index, is impregnated with western business culture, which in turn makes the country much more predictable for investors that relate to similar values. This partially explains the economic success we have seen in past years.”

Local experience can provide investors with an insight into issues which they might not otherwise have taken into consideration. “When investing in new markets, investors can sometimes fail to appreciate some of the intangible factors involved in their deals,” says Mr Jabsheh. “The political and cultural dimensions of the market and the business in which you are investing are just as important to understand as the legal and regulatory dimensions. While clearly there is no substitute for conventional due diligence, investors often overlook these less tangible factors because they are not necessarily top of mind when those investors do deals closer to home,” he adds.

Future prosperity

The end of the commodity boom has dealt a significant blow to the economic prosperity of the developing markets. But all is not lost. Many developing markets will continue to prosper, although that will be relative. “China provides proof that investment returns do not correlate neatly with GDP growth,” says Mr Fuhrman. “While the Chinese economy will add $600bn in new output during 2016 – more than the entire GDP of Taiwan – it remains a place where global investors’ hearts are routinely broken. It’s proven so hard consistently to make money there.”

Yet China is stabilising. Although only 2.8 percent growth was recorded in the Chinese stock market, all is not lost. Since February, the economy has been relatively stable, and with the Chinese economy in the midst of a huge transitional period, moving away from domestic stimulus and infrastructure development toward a more ‘Western’ model of relying on domestic consumers and urbanisation. The fact that China’s financial markets and currency are still out of bounds for non-Chinese investors acts as a roadblock, according to Mr Fuhrman; nevertheless, it makes sense for investors to keep China on their radar.

Emerging market investment will continue to be a risky business. Political and economic risks are a fact of life when operating in certain emerging markets, and investors must be mindful of the risks inherent in pursuing opportunities. But for those investors with the requisite appetite, there may yet be rich rewards.

 

http://www.financierworldwide.com/investing-in-emerging-markets#.V0TwZ-Qc1RI

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China to fine-tune back-door listing policies for US-listed companies — South China Morning Post

Leave a Comment / May 19, 2016

 

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–China reverse mergers

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Mainland China’s securities regulator will fine-tune policies related to back-door listing (reverse merger)attempts by US-listed Chinese companies, industry insiders say, but it is unlikely to ban them or impose other rigid restrictions.

“It is clear that the regulator does not like the recent speculation on the A-share markets triggered by the relisting trend and will do something to curb such conduct, but it seems impossible they would shut good-quality companies out of the domestic market,” Wang Yansong, a senior investment banker based in Shenzhen, said.

The China Securities Regulatory Commission (CSRC) was considering capping valuation multiples for companies seeking relisting on the A-share market after delisting from the US market, Bloomberg reported on Tuesday. Another option being discussed was introducing a quota to limit the number of reverse mergers each year from companies formerly listed on a foreign bourse.

To curb speculation, it is most important to show the authorities have clear and strict standards for approving these deals
Wang Yansong.

However, Wang said the CSRC was more likely to strengthen verification of back-door listing deals on a case-by-case basis.

“To curb speculation, it is most important to show the authorities have clear and strict standards for approving these deals, and won’t allow poor-quality companies to seek premiums through this process,” she said.

US-listed mainland companies have been flocking to relist on the A-share market since early last year, when the domestic market started a bull run, in order to shed depressed valuations in American markets.

The valuations of relisted companies have boomed, and that has triggered a surge in speculation on possible shell companies – poorly performing firms listed on the Shanghai or Shenzhen bourses. In a process called a reverse takeover or back-door listing, a shell can buy a bigger, privately held company through a share exchange that gives the private company’s shareholders control of the merged entity.

The biggest such deal was done by digital advertising company Focus Media. Its valuation jumped more than eightfold to US$7.2 billion after it delisted from America’s Nasdaq in 2013 and relisted in Shenzhen in December last year, with private equity funds involved in the deal reaping lucrative returns.

Peter Fuhrman, chairman of China First Capital, an investment bank and advisory firm, said the trend of delisting and relisting was “one of the biggest wealth transfers ever from China to the US”.

“The money spent by Chinese investors to privatise Chinese companies in New York ended up lining the pockets of rich institutional investors and arbitrageurs in the US,” he said.

However, a tightening or freeze on approval of such deals would threaten not only US-listed Chinese companies in the process of buyouts and shell companies, but also the buyout capital sunk into delistings and relistings.

“The more than US$80 billion of capital spent in the ‘delist-relist’ deals is perhaps the biggest unhedged bet made in recent private equity history … if, as seems true, the route to exit via back-door listing may be bolted shut, this investment strategy could turn into one of the bigger losers of recent times,” he said.

On Friday, CSRC spokesman Zhang Xiaojun sidestepped a question about a rumoured ban on reverse takeover deals by US-listed Chinese companies in the A-share market, saying it had noticed the great price difference in the domestic and the US markets, and the speculation on shell companies, and was studying their influences.

http://www.scmp.com/business/markets/article/1943386/china-fine-tune-back-door-listing-policies-us-listed-companies

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For article on a related topic published in “The Deal”, please click here

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Leapfrogging the IPO gridlock: Chinese companies get a taste for reverse takeovers — Reuters

Leave a Comment / August 12, 2020

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Leapfrogging the IPO gridlock: Chinese companies get a taste for reverse takeovers

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HONG KONG | By Elzio Barreto
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Chinese firms looking to jump a massive queue of companies seeking to do initial public offerings (IPOs) and start trading their shares on the Shanghai or Shenzhen markets are increasingly going through the backdoor by taking control of companies that already have coveted listing status.

The fashion for so-called reverse takeovers is seeing some unlikely combinations, such as a mobile game developer getting listed through a shoe company and a pharmaceutical distributor tying up with a brewer. In such deals, a listed company buys a bigger privately-held company through a share exchange that gives the private company’s shareholders control of the merged entity.

Companies in the IPO queue, and those advising them, had hoped China would shift to a faster registration-based system for stock market flotations from the current approval regime this March. But the new securities regulator said it would take time to draft the new rules, leaving 762 companies lined up seeking to do IPOs and many of them concerned that the process could take years.

This is prompting companies to consider acquiring listed entities whose businesses are often very modest or deteriorating in a bid to gain quick market access.

“It’s a sign of companies’ complete lack of confidence in their ability to calculate how long they would have to wait to get a primary IPO listing in China. It’s absolutely unknowable at this stage,” said Peter Fuhrman, CEO of China-focused investment bank China First Capital.

BIG PREMIUMS

These deals are proving lucrative for investors in the companies being acquired – often at sizable premiums to their stock market value – but they also raise governance concerns as those getting backdoor listings do not get the same scrutiny they would face in a formal IPO.

Reverse takeovers also bring back memories of a series of accounting scandals in 2011-2012 involving Chinese firms that gained access to U.S. markets through those transactions. The U.S. Securities and Exchange Commission suspended trading and revoked the registration of some companies, with more than 100 of them delisted or suspended from trading at the New York Stock Exchange over the two-year period because of fraud and accounting issues, according to a McKinsey & Co report.

In a public bulletin in June 2011, the SEC warned investors that “many companies either fail or struggle to remain viable following a reverse merger,” and noted there had been “instances of fraud and other abuses involving reverse merger companies.”

The regulator later approved tougher standards for reverse mergers at both the NYSE and Nasdaq exchanges.

Some other markets, including Hong Kong and Australia, also tightened and clarified rules on backdoor listings to prevent similar problems.

“The main concern with backdoor listings is…that they are often easier than IPOs and companies do not have to go through the IPO application process and accompanying scrutiny,” said Jamie Allen, secretary general of the Asian Corporate Governance Association.

An average of 10 companies a month were granted approval to list on the two Chinese exchanges this year and at that rate the backlog will take nearly six-and-a-half years to clear.

The China Securities Regulatory Commission (CSRC), the markets’ regulator, did not respond to a request for comment. Chinese companies have carried out $20.6 billion worth of reverse mergers so far this year, including a $2.7 billion deal by Alibaba-backed logistics company YTO Express in late March to merge with a Shanghai-listed clothing maker.

That’s higher than the $19 billion of deals over the same period last year and comes after a record $66.9 billion of backdoor listing activity in all of 2015, which was also spurred by a temporary shutdown of the IPO market in China, Thomson Reuters data showed. By comparison, volumes were $46.5 billion in 2014 and $27.4 billion in 2013.

Digital advertising company Focus Media, which delisted from the Nasdaq in 2013, relisted in Shenzhen in a $7.2 billion backdoor listing in December, the biggest ever such deal.

Chinese tycoon Wang Jianlin’s Dalian Wanda Commercial Properties may also seek a backdoor listing on the Shanghai stock exchange if it does not get regulatory approval to launch a planned IPO there soon, according to two people with knowledge of the matter.

Most of the deals have happened with concurrent secondary offerings to raise new funds for the merged companies.

WILLING TO WAIT

A China listing can come with a big bump in valuation. Companies listed on Shenzhen’s ChiNext board for high-tech and fast growing companies trade at an average price-to-earnings ratio of 70 times, compared with 13.4 times in Shanghai, where China’s largest state-owned firms are listed, 9.3 times in Hong Kong and 20.3 at the Nasdaq.

The price in shares of Focus Media’s ‘shell’ target Hedy Holdings have nearly doubled in value since the companies announced in August the reverse merger that allowed Focus Media to list in Shenzhen. Shares in Kingnet Network Co Ltd have soared 154 percent since April 2015, when Taiya Shoes made a bid for the mobile game developer.

Still, some companies that only recently entered the China IPO queue are willing to wait.

“We are not sure how long (until) we can get listed, but we understand that a lot of companies are applying for IPO and may need to wait for a long time,” said an investor relations officer at Jiangsu Heshili New Material, which produces materials used for fiber optic cables and filed to go public in Shenzhen in March.

MAY NOT BE CHEAPER

Reverse takeovers can sometimes be more expensive than IPOs. An IPO can cost a lot in advisory fees and work with lawyers and auditors to get a company’s accounts and controls in shape to pass muster with regulators and exchanges. But with a takeover, there are also advisory fees and a lot of those same auditor and legal fees once the deal is completed – plus there is the cost of taking control of the listed company at a premium to its share price.

Indeed, the flurry of deals is pushing the price of shell companies in China through the roof, making reverse mergers only practical for sizeable companies. There were 33 reverse mergers involving Chinese companies in 2015, putting the average deal size at about $2 billion, with the average price more than doubling to $4.1 billion so far in 2016, according to Thomson Reuters data.

“If you’re the nervous investors that took Focus Media private for a couple of billion in the U.S., if you’re a delivery company and you need money to buy airplanes, you can’t wait for two, three or five years,” Fuhrman said, in reference to the way in which being listed allows companies to raise funds more easily – whether for investments or to let shareholders cash out.

“You gotta suck it up and pay the money.”

(Additional reporting by Tris Pan; Editing by Martin Howell)

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http://www.reuters.com/article/us-china-ipo-idUSKCN0XW2HV

Qianhai investors fret over soaring property prices — China Daily

Leave a Comment / August 12, 2020

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Qianhai investors fret over soaring property prices

By Zhou Mo

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Qianhai

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Shenzhen – Hong Kong and foreign enterprises operating in the Qianhai special economic zone have expressed concern over Shenzhen’s high property prices and entrepreneurs’ ability to integrate with the mainland market.

But, they acknowledge that Qianhai’s preferential policies and open environment have made the zone an ideal place for businesses from Hong Kong and abroad to tap into the mainland market.

“From the aspect of government administration and environment, Shenzhen, I believe, is the best place to set up business in the country, and Qianhai is the best area in Shenzhen,” said Peter Fuhrman, chairman and chief executive officer of China First Capital, an investment bank.

“However, from the aspect of cost, it’s not the best. Soaring property prices in the city have increased costs for businesses, and there needs to be a solution,” the US entrepreneur said.

Wednesday marked the first anniversary of Shenzhen’s Qianhai and Shekou zones coming into operation as part of the China (Guangdong) Pilot Free Trade Zone, which also includes Zhuhai’s Hengqin and Guangzhou’s Nansha districts.

As of April 15, more than 91,000 enterprises had been registered in the zone, with registered capital amounting to 4 trillion yuan ($616 billion). Among them, over 3,100 were Hong Kong-funded enterprises, which contributed nearly one-third of the zone’s tax revenue.

“Qianhai will continue to focus on cross-border cooperation between Shenzhen and Hong Kong, and strive to create a platform to support Hong Kong’s stability and prosperity,” Tian Fu, director of the administrative committee of Qianhai and Shekou, said at a ceremony marking the first anniversary on Wednesday.

Innovation and entrepreneurship are among the key areas of cross-border cooperation. To attract Hong Kong entrepreneurs to set up business across the border, the Qianhai Shenzhen-Hong Kong Youth Innovation and Entrepreneur Hub (E Hub) was launched, providing tax incentives, funding opportunities and free accommodation to Hong Kong entrepreneurs. As a result, more and more startups from the SAR are setting up offices in the E Hub.

“The opportunity cost in Hong Kong for entrepreneurs is relatively high, with high rents and labor costs, and the Hong Kong market is small,” said Amy Fung Dun-mi, deputy executive director of the Hong Kong Federation of Youth Groups. “Therefore, it’s wise for them to tap into the mainland market.”

Many of the companies have been doing well, Fung said, while noting that some have not made much progress so far.

Fung said when Hong Kong entrepreneurs start operating on the mainland, it’s necessary that mentors are provided to help them, as environment, laws and policies between Shenzhen and Hong Kong are different.

She also urged the authorities to provide more support to help Hong Kong startups find investors.

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http://www.chinadailyasia.com/business/2016-04/28/content_15424101.html

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In China, Yum and McDonald’s likely need more than an ownership change — Nikkei Asian Review

Leave a Comment / August 12, 2020

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HONG KONG — China’s fast-food sector has been dominated by U.S. chains like Yum’s KFC and Pizza Hut as well as McDonald’s. But now a question hangs over these household brands: Can new owners reverse their declining fortunes?

China Investment Corporation, a sovereign wealth fund, is reportedly leading a consortium that also includes Baring Private Equity Asia and KKR & Co. to acquire as much as 100% of Yum’s China division, valued at up to $8 billion. According to a Bloomberg report, Singaporean sovereign wealth fund Temasek Holdings, teaming with Primavera Capital, is also vying for a stake in Yum China, whose spinoff plans were announced on Oct. 20 — five days after Keith Meister, an activist hedge fund manager and protege of corporate raider Carl Icahn, joined the board.

Meanwhile, McDonald’s is likely to start auctioning its North Asian businesses in three to four weeks. Among its would-be suitors are state-owned China Resources, Bain Capital of the U.S. and South Korea’s MBK Partners, among other buyout firms. The winner or winners would oversee more than 2,800 franchises — plus another 1,500 to be added during the next five years — in China, Hong Kong and South Korea.

The company on Friday reported that sales in China surged 7.2% in the first quarter ended in March.

Yum’s and McDonald’s goal to become pure-play franchisers comes as competition in China’s food services market is heating up and as middle-class consumers grow increasingly concerned about food safety and nutrition.

http://asia.nikkei.com/Business/Trends/In-China-Yum-and-McDonald-s-likely-need-more-than-an-ownership-change?page=1

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Reworking a formula for economic success — China Daily Commentary

Leave a Comment / August 12, 2020

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Reworking a formula for economic success

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By PETER FUHRMAN (China Daily) Updated: 2016-04-08

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Reworking a formula for economic success
An assembly line of a Daimler AG venture in Minhou, Fujian province.

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My on-the-ground experience in China stretches back to the beginnings of the reform era in 1981. Yet I cannot recall a time when so much pessimism, especially in English-language media, has surrounded the Chinese economy. Yes, it is a time of large, perhaps unprecedented transition and challenge.

But the negative outlook is overdone, and starts from a false premise. China does not need to search for a new economic model to generate further prosperity. Instead, what is happening now is a return to a simple formula that has previously worked extraordinarily well: applying pressure on China’s State-owned enterprises to improve their efficiency and profitability, while also doing more to tap China’s most abundant and valuable “natural resource”－the entrepreneurial spirit of the Chinese people, the talent to start a company, provide new jobs and build a successful new business.

These two together provided the impetus for the economic growth since the 1990s. In the 1990s, SOEs accounted for perhaps as much as 90 percent of China’s total economic output. Today, the SOEs’ share has fallen to below 40 percent by most counts. Once the main engine of growth, SOEs are now more like an anchor. Profits across the SOEs have been sinking, while their debt has risen sharply.

Arresting that slide of SOEs is now vital. SOE reform has long been on the agenda of the Chinese government. But such a reform has become more urgent than ever, as well as more difficult. There are fewer SOEs today than in 1991 when serious SOE reform was first undertaken. Among those that remain, many are now extremely big and rank among the biggest companies in the world. The restructuring of any such large company is always difficult.

China, however, has taken some key first steps in that direction. The Chinese government has divided SOEs into those that will operate entirely based on market principles and those that perform a social function. It is downsizing the coal and steel industries, two of the largest red-ink sectors. Senior managers of some large SOEs have been dismissed or are under investigation for corruption, and experiments linking SOEs’ salaries more directly with profitability are underway.

Less noticed, but in my opinion, as important is a strong push now at some SOEs and SOE-affiliated companies to become not better but among the best in the world at what they do. Tsinghua Unigroup in semiconductors, China National Nuclear Corporation and China General Nuclear Power in building and operating nuclear power plants, and CITIC Group in eldercare are seeking global glory. They are trying to sprint while most other SOEs are limping.

Luckily for China, the overall situation in the entrepreneurial sector is far rosier. All it needs is a more level playing field. Important steps to further free up the private sector are now underway－taxes are being cut, banks pushed to lend more, and markets long closed to protect SOE monopolies are being pried open. Healthcare is a good example in this regard.

All these moves are part of what the government calls its new “supply side” policy. The aim is to demolish barriers to competition and efficiency. Chinese entrepreneurs have shown time and again they have world-class aptitude to spot and seize opportunities. They are leading the charge now into China’s underdeveloped service sector. This, more than manufacturing or exports, is where new jobs, profits and growth will come from.

Opportunities also await smart entrepreneurs in less efficient industries like agriculture, in getting food products to market quickly, cheaply and safely. In cities, traditional retail has been hit hard by online shopping. Struggling shopping malls are becoming giant laboratories where entrepreneurs are incubating new ideas on how Chinese consumers will shop, play, eat and be entertained.

China’s economy is now 30 times larger than what it was in 1991, and far more complex. The private sector 25 years ago was then truly in its infancy. But, there is still huge scope today for China to gain from its original policy prescription: prodding SOEs to get in line for reform while letting entrepreneurs meet the needs of Chinese consumers.

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The author is chairman and CEO of China First Capital.

http://www.chinadaily.com.cn/opinion/2016-04/08/content_24364851.htm

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How Renminbi funds took over Chinese private equity (Part 2) — SuperReturn Commentary

1 Comment / August 12, 2020

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How Renminbi funds took over Chinese private equity

(Part 2)

By Peter Fuhrman –
 
Large and small ships traverse the Huangpu River 24 hours a day, 7 days a week, and 365 days a year.

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Part two of a series. Read part one.

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Gresham’s Law, as many of us were taught a while back, stipulates that bad money drives out good. There’s something analogous at work in China’s private equity and venture capital industry. Only here it’s not a debased currency that’s dominating transactions. Instead, it’s Renminbi private equity (PE) firms. Flush with cash and often insensitive to valuation and without any clear imperative to make money for their investors, they are changing the PE industry in China beyond recognition and making life miserable for many dollar-based PE and venture capital (VC) firms.

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Outbid, outspent and outhustled

From a tiny speck on the PE horizon five years ago, Reminbi (RMB) funds have quickly grown into a hulking presence in China. In many ways, they now run the show, eclipsing global dollar funds in every meaningful category – number of active funds, deals closed and capital raised. RMB funds have proliferated irrespective of the fact there have so far been few successful exits with cash distributions.

The RMB fund industry works by a logic all its own. Valuations are often double, triple or even higher than those offered by dollar funds. Term sheets come in faster, with fewer of the investor preferences dollar funds insist on. Due diligence can often seem perfunctory.  Post-deal monitoring? Often lax, by global standards. From the perspective of many Chinese company owners, dollar PE firms look stingy, slow and troublesome.

The RMB fund industry’s greatest success so far was not the IPO of a portfolio company, but of one of the larger RMB general partners, Jiuding Capital. It listed its shares in 2015 on a largely-unregulated over-the-counter market called The New Third Board. For a time earlier this year, Jiuding had a market cap on par with Blackstone, although its assets under management, profits, and successful deal record are a fraction of the American firm’s.

The main investment thesis of RMB funds has shifted in recent years. Originally, it was to invest in traditional manufacturing companies just ahead of their China IPO. The emphasis has now shifted towards investing in earlier-stage Chinese technology companies. This is in line with China’s central government policy to foster more domestic innovation as a way to sustain long-term GDP growth.

The Shanghai government, which through different agencies and localities has become a major sponsor of new funds, has recently announced a policy to rebate a percentage of failed investments made by RMB funds in Shanghai-based tech companies. Moral hazard isn’t, evidently, as high on their list of priorities as taking some of the risk out of risk-capital investing in start-ups.

Dollar funds, in the main, have mainly been observing all this with sullen expressions. Making matters worse, they are often sitting on portfolios of unexited deals dating back five years or more. The US and Hong Kong stock markets have mainly lost their taste for PE-backed Chinese companies. While RMB funds seem to draw from a bottomless well of available capital, for most dollar funds, raising new money for China investing has never been more difficult.

RMB funds seldom explain themselves, seldom appear at industry forums like SuperReturn. One reason: few of the senior people speak English. Another: they have no interest or need to raise money from global limited partners. They have no real pretensions to expand outside China. They are adapted only and perhaps ideally to their native environment. Dollar funds have come to look a bit like dinosaurs after the asteroid strike.

Can dollar-denominated firms strike back?

Can dollar funds find a way to regain their central role in Chinese alternative investing? It won’t be easy. Start with the fact the dollar funds are all generally the slow movers in a big pack chasing the same sort of deals as their RMB brethren. At the moment, that means companies engaged in online shopping, games, healthcare and mobile services.

A wiser and differentiated approach would probably be to look for opportunities elsewhere. There are plenty of possibilities, not only in traditional manufacturing industry, but in control deals and roll-ups. So far, with few exceptions, there’s little sign of differentiation taking place. Read the fund-raising pitch for dollar and RMB funds and, apart from the difference in language, the two are eerily similar. They sport the same statistics on internet, mobile, online shopping penetration: the same plan to pluck future winners from a crop of look-alike money-losing start-ups.

There is one investment thesis the dollar PE funds have pretty much all to themselves. It’s so-called “delist-relist” deals, where US-quoted Chinese companies are acquired by a PE fund together with the company’s own management, delisted from the US market with the plan to one day IPO on China’s domestic stock exchange. There have been a few successes, such as the relisting last year of Focus Media, a deal partly financed by Carlyle. But, there are at least another forty such deals with over $20bn in equity and debt sunk into them waiting for their chance to relist. These plans suffered a rather sizeable setback recently when the Chinese central government abruptly shelved plans to open a new “strategic stock market” that was meant to be specially suited to these returnee companies. The choice is now between prolonged limbo, or buying a Chinese-listed shell to reverse into, a highly expensive endeavor that sucks out a lot of the profit PE firms hoped to make.

Outspent, outbid and outhustled by the RMB funds, dollar PE funds are on the defensive, struggling just to stay relevant in a market they once dominated. Some are trying to go with the flow and raise RMB funds of their own. Most others are simply waiting and hoping for RMB funds to implode.

So much has lately gone so wrong for many dollar PE and VC in China. Complicating things still further, China’s economy has turned sour of late. But, there’s still a game worth playing. Globally, most institutional investors are under-allocated to China.  A new approach and some new strategies at dollar funds are overdue.

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Peter Fuhrman moderates our SuperReturn China 2016 Big Debate: ‘How Do You Best Manage Your Exposure To China?’. Discussants include:

  • John Lin, Managing Partner, NDE Capital (GP)
  • Xisheng Zhang, Founding Partner & President, Hua Capital (GP)
  • Bo Liu, Chief Investment Officer, Wanda Investment (LP)
The Big Debate takes place on Tuesday 19 April 2016 at 11:55 – 12:25 at SuperReturn China in Beijing. Can’t make it? Follow the action on Twitter.
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Outbid, outspent and outhustled: How Renminbi funds took over Chinese private equity (Part 1) — SuperReturn Commentary

1 Comment / August 12, 2020

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Outbid, outspent and outhustled

Renminbi-denominated private equity funds basically didn’t exist until about five years ago. Up until that point, for ten golden years, China’s PE and VC industry was the exclusive province of a hundred or so dollar-based funds: a mix of global heavyweights like Blackstone, KKR, Carlyle and Sequoia, together with pan-Asian firms based in Hong Kong and Singapore and some “China only” dollar general partners like CDH, New Horizon and CITIC Capital. These firms all raised money from much the same group of larger global limited partners (LPs), with a similar sales pitch, to make minority pre-IPO investments in high-growth Chinese private sector companies then take them public in New York or Hong Kong.

All played by pretty much the same set of rules used by PE firms in the US and Europe: valuations would be set at a reasonable price-to-earnings multiple, often single digits, with the usual toolkit of downside protections. Due diligence was to be done according to accepted professional standards, usually by retaining the same Big Four accounting firms and consulting shops doing the same well-paid helper work they perform for PE firms working in the US and Europe. Deals got underwritten to a minimum IRR of about 25%, with an expected hold period of anything up to ten years.

There were some home-run deals done during this time, including investments in companies that grew into some of China’s largest and most profitable: now-familiar names like Baidu, Alibaba, Pingan, Tencent. It was a very good time to be in the China PE and VC game – perhaps a little too good. Chinese government and financial institutions began taking notice of all the money being made in China by these offshore dollar-investing entities. They decided to get in on the action. Rather than relying on raising dollars from LPs outside China, the domestic PE and VC firms chose to raise money in Renminbi (RMB) from investors, often with government connections, in China. Off the bat, this gave these new Renminbi funds one huge advantage. Unlike the dollar funds, the RMB upstarts didn’t need to go through the laborious process of getting official Chinese government approval to convert currency. This meant they could close deals far more quickly.

Stock market liberalization and the birth of a strategy

Helpfully, too, the domestic Chinese stock market was liberalized to allow more private sector companies to go public. Even after last year’s stock market tumble, IPO valuations of 70X previous year’s net income are not unheard of. Yes, RMB firms generally had to wait out a three-year mandated lock-up after IPO. But, the mark-to-market profits from their deals made the earlier gains of the dollar PE and VC firms look like chump change. RMB funds were off to the races.

Almost overnight, China developed a huge, deep pool of institutional money these new RMB funds could tap. The distinction between LP and GP is often blurry. Many of the RMB funds are affiliates of the organizations they raise capital from. Chinese government departments at all levels – local, provincial and national – now play a particularly active role, both committing money and establishing PE and VC funds under their general control.

For these government-backed PE firms, earning money from investing is, at best, only part of their purpose. They are also meant to support the growth of private sector companies by filling a serious financing gap. Bank lending in China is reserved, overwhelmingly, for state-owned companies.

A global LP has fiduciary commitments to honor, and needs to earn a risk-adjusted return. A Chinese government LP, on the other hand, often has no such demand placed on it. PE investing is generally an end-unto-itself, yet another government-funded way to nurture China’s economic development, like building airports and train lines.

Chinese publicly-traded companies also soon got in the act, establishing and funding VC and PE firms of their own using balance sheet cash. They can use these nominally-independent funds to finance M&A deals that would otherwise be either impossible or extremely time-consuming for the listed company to do itself. A Chinese publicly-traded company needs regulatory approval, in most cases, to acquire a company. An RMB fund does not.

The fund buys the company on behalf of the listed company, holding it while the regulatory approvals are sought, including permission to sell new shares to raise cash. When all that’s completed, the fund sells the acquired company at a nice mark-up to its listed company cousin. The listco is happy to pay, since valuations rise like clockwork when M&A deals are announced. It’s called “market cap management” in Chinese. If you’re wondering how the fund and the listco resolve the obvious conflicts of interest, you are raising a question that doesn’t seem to come up often, if at all.

Peter continues his discussion of the growth of Renminbi funds next week. Stay tuned! He also moderates our SuperReturn China 2016 Big Debate: ‘How Do You Best Manage Your Exposure To China?’.

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http://www.superreturnlive.com/