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PwC M&A 2013 Review and 2014 Outlook 22 January 2014 David Brown Transaction Services Leader, PwC China and Hong Kong
Foreword – explanation of data shown in this presentation (1 of 2)
• The data presented is based on information compiled by ThomsonReuters, ChinaVenture and PwC analysis unless stated otherwise • Thomson Reuters and ChinaVenture record announced deals. Some announced deals will not go on to complete • The deal volume figures presented in this report refer to the number of deals announced, whether or not a value is disclosed for the deal • The deal value figures presented in this report refers only to those deals where a value has been disclosed (referred to in this presentation as “disclosed value”) • “Domestic” means China including Hong Kong and Macau • “Outbound” relates to mainland China company acquisitions abroad • “Inbound” relates to overseas company acquisitions of Domestic companies， • “Private Equity deals” or “PE deals” refer to financial buyer deals with deal value over US$10mn and/or with undisclosed deal value but invested by PEs PwC
2
Foreword – explanation of data shown in this presentation (2 of 2)
• “VC deals” refer to financial buyer deals with deal value less than US$10mn and/or with undisclosed deal value but invested by VCs
• “Strategic buyer” refers to corporate buyers (as opposed to financial buyers) that acquire companies with the objective of integrating the acquisition in their existing business • “Financial buyer” refers to investors that acquire companies with the objective of realizing a return on their investment by selling the business at a profit at a future date and mainly, but not entirely, comprise PE and VC funds • In order to exclude foreign exchange impact, deal values from 2008 to 2012 were adjusted based on 2013 average Rmb/US$ exchange rate
PwC
3
Overview
PwC
Key messages (1 of 2) Overall •
China deal numbers recovered from multi-year lows in the first half of 2013, increasing by more than 40% in the second half; nearly all categories of M&A showed strong growth
•
On an annualised basis – despite the quiet first half – overall deal volumes grew by 8% and values by 28% in 2013 compared to 2012; deal values reached a record high at US$260 billion with 43 deals greater than US$1 billion in 2013, compared to 30 in 2012
China Outbound •
China outbound M&A recovered with more deals announced in the second half of 2013 than in any earlier half-year period; and on a full-year basis, outbound M&A compared well with the last few years, although the soft first half meant no new records in 2013
•
POE activity was surprisingly low in the first half but rebounded to a new six-month high with 88 announced deals in the second half, whilst SOE activity was robust and deal values held up well
•
SOEs continued to focus on E&P, resources (raw materials) and industrial sectors, whilst POE activity was more diversified covering also industrial technologies, consumer related businesses and high-tech
•
Destination markets were remarkably similar to 2012 with much of the POE money targeting established technologies, know-how, IP and brands in mature markets such as the US and Europe
PwC
5
Key messages (2 of 2) Domestic and Foreign-Inbound Strategic •
Domestic strategic M&A recovered strongly in the second half of 2013, although full year numbers were less spectacular due to the slow first half which was affected by political and economic uncertainties
•
Foreign inbound M&A was flat; Japanese investment has declined sharply over the last two years as has investment from the US
Private Equity •
Renminbi PE fundraising declined for the second straight year as the domestic Chinese PE industry continued to consolidate; US$ denominated fundraising has been consistently healthy over the same period
•
The number of new investments recovered in the second half of the year and, on a full year basis, deal values held up well
•
Growth capital deals declined as the PE industry shifted focus towards PIPE and, increasingly, buy-out transactions whilst PE interest in outbound deals continued, albeit still at low levels in absolute
•
PE-backed IPOs showed some recovery in the second half of 2013 off a very low base but it was the third straight year of decline for PE exits, almost entirely attributable to problems in the equity capital markets; 2013 was the first year that IPO was not the dominant exit-route
•
The overhang of new investments compared to exits remains the number one issue affecting the PE and VC industry
PwC
6
Outlook •
We anticipate strong growth in China outbound, both from SOEs and POEs; 2014 will be a record year driven by increasing experience and sophistication of Chinese buyers, underpinned by government and direction (including SOE reform – see below)
•
Domestic M&A will also grow to new highs, driven by industry consolidation and sector reforms which will increase competitive pressures; A-share listed companies will be important drivers of this activity
•
Foreign inbound investment will also grow as confidence returns in overseas markets especially in Europe and the US, and as MNC’s realign their China strategies resulting in both sale and purchase of business units and an increasing number of JVs with Chinese partners
•
PE exits will rebound strongly as IPO markets re-open, but sale by M&A will also grow and we expect to see more secondary (PE to PE) activity; we also think that the number of new investments will increase with the trend to buy-outs continuing; although smaller in number, we will see more outbound PE deals and we expect to see some PE interest in investing in SOEs (see below) and in A-share listed companies
•
SOE reform, including market liberalisation, specialisation, globalisation and diversified shareholding will drive M&A activity across several of the sectors described above
•
In summary, we see strong tail-winds for M&A in China: the record trends seen in the second half of 2013 will continue into 2014
•
Drivers of this activity will include: further liberalisation of markets; SOE reforms; government for M&A generally – especially outbound; increasing direct investment activities of large financial institutions; market-driven industry consolidation; increasing sophistication of Chinese buyers; and recovering equity capital markets
PwC
7
China deal numbers recovered from multi-year lows in the first half of 2013, increasing by more than 40% in the second half; nearly all categories of M&A showed strong growth
Total deal volume, 2013 vs. 2012 (half yearly)
1H12 Volume
2H12 Volume
1H13 Volume
2H13 Volume
% Diff 2H13 v s 2H12
% Diff 2H13 v s 1H13
St rat egic buy ers Dom estic Foreign Tot al St rat egic buy ers
1 ,1 7 7 1 52 1,329
1 ,4 9 0 1 34 1,624
1 ,09 6 1 23 1,219
1 ,6 08 1 52 1,7 60
8% 13% 8%
47% 24% 44%
Financial buy ers Priv ate Equity VC Tot al Financial buy ers
1 64 220 384
1 68 2 53 421
1 62 27 6 438
2 05 462 667
22% 83% 58%
27% 67% 52%
China mainland Out bound SOE POE Tot al China mainland Out bound
26 70 96
22 73 95
28 53 81
31 88 119
41% 21% 25%
11% 66% 47%
HK Out bound
67
99
88
76
(23%)
(14%)
1,87 6
2,239
1,826
2,622
17%
44%
Tot al
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
8
On an annualised basis – despite the quiet first half – overall deal volumes grew by 8% and values by 28% in 2013 compared to 2012; deal values reached a record high … Total deal volume and value, from 2008 to 2013
2008
Volume
2009
Value
Volume
2010
Value
Volume
2012
2011
Value
Volume
Value
Volume
2013
Value
Volume
Value
% Diff % Diff volume value 2013 vs. 2013 vs. 2012 2012
Strategic buyers Domestic Foreign Total Strategic buyers
3,006 61 4 3,620
1 53.2 1 9.7 172.9
2,7 7 4 409 3,183
1 02.1 1 1 .5 113.6
2,947 539 3,486
1 42.8 1 8.3 161.1
3,262 482 3,744
1 1 9.9 1 7 .6 137.5
2,667 286 2,953
89.6 9.2 98.8
2,7 04 27 5 2,979
1 48.1 1 5.1 163.2
1% -4% 1%
65% 63% 65%
Financial buyers Priv ate Equity VC Total Financial buyers
365 694 1,059
22.4 1 .8 24.2
254 712 966
22.8 1 .8 24.6
425 1 ,01 1 1,436
25.4 2.6 27.9
502 903 1,405
32.6 1 .9 34.5
332 47 3 805
23.9 1 .0 24.9
367 7 38 1,105
35.0 0.9 35.9
11% 56% 37%
46% -12% 44%
China mainland Outbound SOE POE Total China mainland Outbound
27 99 126
6.9 3.7 10.5
45 99 144
26.8 6.6 33.4
64 1 24 188
35.2 6.6 41.8
48 1 58 206
33.6 9.6 43.2
48 1 43 191
40.4* 26.0 66.4
59 1 41 200
39.5 1 2.0 51.5
23% -1% 5%
-2% -54% -22%
HK Outbound
156
6.8
152
6.3
171
19.2
183
8.4
166
13.0
164
9.6
-1%
-26%
4,961
214.4
4,445
177.9
5,281
250.0
5,538
223.5
4,115
203.1
4,448
260.2
8%
28%
Total
(US$bn )
(US$bn )
(US$bn )
(US$bn )
(US$bn )
(US$bn )
* CNOOC’s US$15 bn Nexon deal was announced in 2012 and so is included in 2012 numbers, although it was completed in 2013 Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
9
… deal values reached a record high with 43 deals greater than US$1 billion in 2013, compared to 30 in 2012
Deal value by main category US$ billion 250 51.5 200
41.8
10.5
43.2
22.4 19.7 150
33.4
18.3
32.6
66.4
15.1
17.6
22.8
23.9
11.5
100
35.0
25.4
9.2 153.2
142.8 102.1
50
148.1
119.9 89.6
0 2008
2009
Domestic Strategic Buyers
2010 Foreign Strategic Buyers
2011 Private Equity Deals
2012
2013
China Mainland Outbound
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
10
Strategic buyers
PwC
11
Domestic strategic M&A recovered strongly in the second half of 2013 …
Strategic buyer deals, 2013 vs. 2012 (half yearly) No.
US$ billion
2,000
120
1,800 98.5
1,600 1,400
100
80
1,200 1,000 800 600
54.0
1,177
0
1,608
60
1,490 40
35.6
1,096
400 200
49.6
20 6.7
8.4
4.0 152
5.2 134
123
152
1H2012
2H2012
1H2013
2H2013
Announced Deal Volume Inbound Announced Deal Value Inbound
0
Announced Deal Volume Domestic Announced Deal Value Domestic
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
12
… although full year numbers were less spectacular due to the slow first half which was affected by political and economic uncertainties Strategic buyer deals, from 2008 to 2013 No.
US$ billion
4,000
180
3,500
160
153.2
142.8
148.1
3,000
2,000
120
119.9
2,500 3,006
102.1
2,947
100
3,262
2,774
89.6 2,667
1,500
2,704
80 60
1,000 500
140
40 19.7
18.3
614
11.5 409
539
2008
2009
2010
17.6 482
9.2 286
275
2011
2012
2013
0 Announced Deal Volume Inbound Announced Deal Value Inbound
15.1
20 0
Announced Deal Volume Domestic Announced Deal Value Domestic
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
13
Strategic M&A activity by industry was broadly consistent with earlier years, although technology and financial services deals showed some upward trends Strategic buyer deal volume by industry sector No. 4000 3500 970
743 3000 2500
1125 358
432 2000 1500 1000
522 372
1015 106 404 381 310
664
252 137 369 446 320
539
614
529
428
475
2008
2009
2010
500
384 500
653
697
264
300
273
315
402
395
352 668
400 404
570
429
575
439
434
2011
2012
2013
0 Industrials
Raw Materials
High Technology
Consumer Related
Real Estate
Financial Services
Others
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
14
Foreign inbound M&A was flat; Japanese investment has declined sharply over the last two years as has investment from the US
No. 650
Foreign strategic buyer deal volume by region of origin
600 550 500 450 400
70
350 300
70 127 92
250
67
200
87
150
29
100 50
124
67 35 23 73
54
31 79 27 46 35
48
67
94
98
89
0 2008 SE Asia UK Latin America
2009 Japan British Virgin/Cayman Other Europe
2010 EU Oceania Russia
2011
66
25 26 34 37
53
58
2012 US Canada n.a.
2013 Other Asia Africa
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
15
European investors did the biggest value inbound deals, as they have for three out of the last six years
Foreign strategic buyer deal value by region of origin US$ billion 25
20
15
0.5 3.0 0.3
10
5
0.2 2.0 0.8 2.1
3.4 4.3 3.6
0 2008 EU Oceania Canada
0.4 2.4 0.2 1.8 1.0 0.8 2009 SE Asia British Virgin/Cayman Other Europe
2.9
1.6 5.3
0.3 0.5 0.7 0.9
0.3 1.2 0.4 1.8
5.9
2010 2011 US UK Japan Africa Other North Amercia Russia
0.1 1.2 1.3 3.4
3.6
7.1
1.0 1.3 2012
2013 Other Asia South America n.a.
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
16
PE
PwC
17
Renminbi PE fundraising declined for the second straight year as the domestic Chinese PE industry continued to consolidate; US$ denominated fundraising has been consistently healthy over the same period PE/VC fund raising for China investment*
No.
US$ billion 60
* Excludes PEs investing in China from non-region specific funds
300
277 250
50
249 21.8
200
40
172 165
150
21.1
14.9
123
39.8 100
130 20
30
20
31.8 9.5
50
21.0
20.3
10
13 0
4.5
6.7
2008
2009
0 Renminbi Fund Size
2010
2011 Non-renminbi Fund Size
2012
2013
Fund Volume
Source: AVCJ and PwC analysis
PwC
18
The number of new investments recovered in the second half of the year …
Private Equity deals, 2013 vs. 2012 (half yearly) No.
US$ billion 18.5
300
20 16.5
250
18 16
15.1
14
200
12 150
8.8
10 8 205
100 168
164
162
6 4
50
2 0
0
1H2012
2H2012 Announced Deal Volume
1H2013
2H2013
Announced Deal Value
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
19
… and on a full year basis, deal values held up well
Private Equity deals, from 2008 to 2013 No.
US$ billion
550
40
500
400 350
35.0*
32.6
450
30
25.4
22.4
25
22.8
23.9
300
20
502
250 200
425 365
150
35
332
367
15 10
254
100 5
50 0
0
2008
2009
2010 Announced Deal Volume
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
2011
2012
2013
Announced Deal Value * Includes US$9.8 bn Taikang and Guolian investment in Petrochina’s West Pipeline JV
20
PE investors’ industry focus was broadly consistent with earlier years; we think TMT and healthcare sectors will grow in importance PE deal volume by industry sector No. 550 500 450 400
13 30
350 8 47
300 250
14 33
200
40
150
60
100
0
12 20 23 32
77
54
45
50
2008
2009
50
Industrials Healthcare Materials
34 31 98
54 72
124
31 31
24 46
44
32
58
45
67
73 88
90
2010
2011
Consumer related Real Estate Retail
Media and Entertainment Financial Services Others
42 2012
82 2013
High Technology Energy and Power
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
21
Growth capital deals declined as the PE industry shifted focus towards PIPE and, increasingly, buy-out transactions …
PE deal volume by type No. 550 16
500 450 400 350
13 15
118 29
85
18
21
300
132
51
200 150
68
4
250
329
368
327
246
199
100
206
50 0 2008
2009
2010 Growth
2011 PIPE
2012
2013
Buyout
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
22
… whilst PE interest in outbound deals continued, albeit still at low levels in absolute
China mainland PE backed outbound deal volume by PE category No. 30
25
20 20 15
18
7
23
10 8 11
5
8 4
8
4
3
0 2008
2009
2010 SWFs
2011
2012
2013
Other PEs
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
23
PE-backed IPOs showed some recovery in the second half of 2013 off a very low base …
PE/VC backed deal exit volume by type, 2013 vs. 2012 (half yearly) No. 140 120
3
100 48 5
80 60
5
44
1 34
40 64
51
20
34
29 6
0 1H2012
2H2012 IPO
1H2013 M&A - trade
2H2013
M&A - PE
Source: AVCJ and PwC analysis
PwC
24
… but it was the third straight year of decline for PE exits, almost entirely attributable to problems in the equity capital markets; 2013 was the first year that IPO was not the dominant exit-route PE/VC backed deal exit volume by type No. 350 8
300
6 83
250
91
200
8
5
150
92
84 100
7
212 171
85
44 50
6
98
88 46
35
0 2008
2009
2010 IPO
2011 M&A - trade
2012
2013
M&A - PE
Source: AVCJ and PwC analysis
PwC
25
The overhang of new investments compared to exits remains the number one issue affecting the PE and VC industry
PE/VC deal volume vs. No. of exits
No.
1,500 1,400 1,300 1,200 1,100 1,000 900 800 700 600 500 400 300 200 100 0
425
502 367
365
254 332 1,011
738
712
694
88 89
46 51 2008
903
2009
212
171
91
97
2010 VC deals
PE deals
473 98 100
2011 M&A exit
2012
35 91 2013
IPO exit
Source: ThomsonReuters, ChinaVenture, AVCJ and PwC analysis
PwC
26
China mainland outbound
PwC
27
China outbound M&A recovered with more deals announced in the second half of 2013 than in any earlier half-year period …
China mainland outbound deals, 2013 vs. 2012 (half yearly) No.
US$ billion
140
45
41.8 *
40
120
35 100
28.5
80
30
24.6
23.0
60
119 96
95
20 15
81
40
25
10 20
5
0
0 1H2012
2H2012 Announced Deal Volume
1H2013
2H2013
Announce Deal Value * Includes US$15.1 bn CNOOC – Nexus transaction
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
28
… and on a full-year basis, outbound M&A compared well with the last few years but the soft first half meant no new records in 2013
China mainland outbound deals, from 2008 to 2013 No.
US$ billion
250
70 66.4 * 51.5
200
60 50
150
43.2
41.8
33.4 100
188
206
191
200
144
126 50
40 30 20
10.5
10
0
0 2008
2009
2010 Announced Deal Volume
2011
2012
2013
Announce Deal Value * Includes US$15.1 bn CNOOC – Nexus transaction
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
29
POE activity was surprisingly low in the first half but rebounded to a new six-month high with 88 announced deals in the second half …
China mainland outbound strategic buyer deals, 2013 vs. 2012 (half yearly) US$ billion 30
No. 140 120
24.0
25
100
80
31 20.7
22
26
18.8
17.9
15 28
60 16.4 40
20
88
70
73
8.1 20
7.8
53
10
5 4.2
0
0 1H2012
2H2012
1H2013
2H2013
POE Announced Deal Volume
SOE Announced Deal Volume
POE Announced Deal Value
SOE Announced Deal Value
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
30
… whilst SOE activity was robust and deal values held up well
China mainland outbound strategic buyer deals, from 2008 to 2013 US$ billion 45
No. 250 40.4 * 35.2
200
39.5
33.6
35 48
26.8
150
64
48
59
26.0
45
20
100 158 124
99
6.9
0
15 143
141 12.0
99 9.6 6.6
6.6
2009
2010
10 5
3.7 2008
0 2011
2012
POE Announced Deal Volume
SOE Announced Deal Volume
POE Announced Deal Value
SOE Announced Deal Value
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
30 25
27
50
40
2013
* Includes US$15.1 bn CNOOC – Nexus transaction
31
SOEs continued to focus on E&P, resources (raw materials) and industrial sectors, whilst POE activity was more diversified covering also industrial technologies, consumer related businesses and high-tech China mainland outbound deals by industry sector
No. 50
–By number of deals, 2013 vs. 2012
45
40 35 30
30
25
33
20
5 0
18
26
15 10
33
17 10
18
15 6
28
22
17 5
11 13
1
2013 SOE
15 1
2013 POE
4 10
10 2
2012 SOE
5 1
6
2
14 7 3
1
4 2
2012 POE
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
32
Destination markets were remarkably similar to 2012 with much of the POE money targeting established technologies, know-how, IP and brands in mature markets such as the US and Europe Outbound M&A deal volume by region of destination 2013 vs. 2012 North America
57
Europe
57
51
Russia
63
Asia
8 5 25 33
8
11
South America
9 8 27 29 Africa
Oceania
2012 2013 Source: ThomsonReuters and PwC analysis
PwC
33
Key messages and 2014 outlook
PwC
34
Key messages (1 of 2) Overall •
China deal numbers recovered from multi-year lows in the first half of 2013, increasing by more than 40% in the second half; nearly all categories of M&A showed strong growth
•
On an annualised basis – despite the quiet first half – overall deal volumes grew by 8% and values by 28% in 2013 compared to 2012; deal values reached a record high at US$260 billion with 43 deals greater than US$1 billion in 2013, compared to 30 in 2012
China Outbound •
China outbound M&A recovered with more deals announced in the second half of 2013 than in any earlier half-year period; and on a full-year basis, outbound M&A compared well with the last few years, although the soft first half meant no new records in 2013
•
POE activity was surprisingly low in the first half but rebounded to a new six-month high with 88 announced deals in the second half, whilst SOE activity was robust and deal values held up well
•
SOEs continued to focus on E&P, resources (raw materials) and industrial sectors, whilst POE activity was more diversified covering also industrial technologies, consumer related businesses and high-tech
•
Destination markets were remarkably similar to 2012 with much of the POE money targeting established technologies, know-how, IP and brands in mature markets such as the US and Europe
PwC
35
Key messages (2 of 2) Domestic and Foreign-Inbound Strategic •
Domestic strategic M&A recovered strongly in the second half of 2013, although full year numbers were less spectacular due to the slow first half which was affected by political and economic uncertainties
•
Foreign inbound M&A was flat; Japanese investment has declined sharply over the last two years as has investment from the US
Private Equity •
Renminbi PE fundraising declined for the second straight year as the domestic Chinese PE industry continued to consolidate; US$ denominated fundraising has been consistently healthy over the same period
•
The number of new investments recovered in the second half of the year and, on a full year basis, deal values held up well
•
Growth capital deals declined as the PE industry shifted focus towards PIPE and, increasingly, buy-out transactions whilst PE interest in outbound deals continued, albeit still at low levels in absolute
•
PE-backed IPOs showed some recovery in the second half of 2013 off a very low base but it was the third straight year of decline for PE exits, almost entirely attributable to problems in the equity capital markets; 2013 was the first year that IPO was not the dominant exit-route
•
The overhang of new investments compared to exits remains the number one issue affecting the PE and VC industry
PwC
36
Outlook •
We anticipate strong growth in China outbound, both from SOEs and POEs; 2014 will be a record year driven by increasing experience and sophistication of Chinese buyers, underpinned by government and direction (including SOE reform – see below)
•
Domestic M&A will also grow to new highs, driven by industry consolidation and sector reforms which will increase competitive pressures; A-share listed companies will be important drivers of this activity
•
Foreign inbound investment will also grow as confidence returns in overseas markets especially in Europe and the US, and as MNC’s realign their China strategies resulting in both sale and purchase of business units and an increasing number of JVs with Chinese partners
•
PE exits will rebound strongly as IPO markets re-open, but sale by M&A will also grow and we expect to see more secondary (PE to PE) activity; we also think that the number of new investments will increase with the trend to buy-outs continuing; although smaller in number, we will see more outbound PE deals and we expect to see some PE interest in investing in SOEs (see below) and in A-share listed companies
•
SOE reform, including market liberalisation, specialisation, globalisation and diversified shareholding will drive M&A activity across several of the sectors described above
•
In summary, we see strong tail-winds for M&A in China: the record trends seen in the second half of 2013 will continue into 2014
•
Drivers of this activity will include: further liberalisation of markets; SOE reforms; government for M&A generally – especially outbound; increasing direct investment activities of large financial institutions; market-driven industry consolidation; increasing sophistication of Chinese buyers; and recovering equity capital markets
PwC
37
Data compilation methodology
PwC
38
Data compilation methodology: Statistics contained in this presentation and the press release may vary from those contained in previous press releases. There are three reasons for this: ThomsonReuters and ChinaVenture historical data is constantly updated as deals are confirmed or disclosed; PricewaterhouseCoopers has excluded certain transactions which are more in the nature of internal reorganisations than transfers of control; and exchange rate data has been adjusted. Included Deals • Acquisitions of private/public companies resulting in change of control • Investments in private/public companies (involving at least 5% ownership) • Mergers • Buyouts/buyins (LBOs, MBOs, MBIs) • Privatisations • Tender offers • Spinoffs • Splitoff of a wholly-owned subsidiary when 100% sold via IPO • Divestment of company, division or trading assets resulting in change of control at parent level • Reverse takeovers • Re-capitalisation • t Venture buyouts • t Ventures • Receivership or bankruptcy sales/auctions • Tracking stock PwC
Excluded Deals • Property/real estate for individual properties • Rumoured transactions • Options granted to acquire an additional stake when not 100% of the shares has been acquired • Any purchase of brand rights • Land acquisitions • Equity placements in funds • Stake purchases by mutual funds • Open market share buyback/retirement of stock unless part of a privatisation • Balance sheet restructuring or internal restructuring • Investments in greenfield operations • Going private transactions
39
© 2014 PricewaterhouseCoopers Limited. All rights reserved. “PwC” refers to PricewaterhouseCoopers Limited or, as the context requires, the PwC global network or other member firms of the network, each of which is a separate legal entity.
Foreword – explanation of data shown in this presentation (1 of 2)
• The data presented is based on information compiled by ThomsonReuters, ChinaVenture and PwC analysis unless stated otherwise • Thomson Reuters and ChinaVenture record announced deals. Some announced deals will not go on to complete • The deal volume figures presented in this report refer to the number of deals announced, whether or not a value is disclosed for the deal • The deal value figures presented in this report refers only to those deals where a value has been disclosed (referred to in this presentation as “disclosed value”) • “Domestic” means China including Hong Kong and Macau • “Outbound” relates to mainland China company acquisitions abroad • “Inbound” relates to overseas company acquisitions of Domestic companies， • “Private Equity deals” or “PE deals” refer to financial buyer deals with deal value over US$10mn and/or with undisclosed deal value but invested by PEs PwC
2
Foreword – explanation of data shown in this presentation (2 of 2)
• “VC deals” refer to financial buyer deals with deal value less than US$10mn and/or with undisclosed deal value but invested by VCs
• “Strategic buyer” refers to corporate buyers (as opposed to financial buyers) that acquire companies with the objective of integrating the acquisition in their existing business • “Financial buyer” refers to investors that acquire companies with the objective of realizing a return on their investment by selling the business at a profit at a future date and mainly, but not entirely, comprise PE and VC funds • In order to exclude foreign exchange impact, deal values from 2008 to 2012 were adjusted based on 2013 average Rmb/US$ exchange rate
PwC
3
Overview
PwC
Key messages (1 of 2) Overall •
China deal numbers recovered from multi-year lows in the first half of 2013, increasing by more than 40% in the second half; nearly all categories of M&A showed strong growth
•
On an annualised basis – despite the quiet first half – overall deal volumes grew by 8% and values by 28% in 2013 compared to 2012; deal values reached a record high at US$260 billion with 43 deals greater than US$1 billion in 2013, compared to 30 in 2012
China Outbound •
China outbound M&A recovered with more deals announced in the second half of 2013 than in any earlier half-year period; and on a full-year basis, outbound M&A compared well with the last few years, although the soft first half meant no new records in 2013
•
POE activity was surprisingly low in the first half but rebounded to a new six-month high with 88 announced deals in the second half, whilst SOE activity was robust and deal values held up well
•
SOEs continued to focus on E&P, resources (raw materials) and industrial sectors, whilst POE activity was more diversified covering also industrial technologies, consumer related businesses and high-tech
•
Destination markets were remarkably similar to 2012 with much of the POE money targeting established technologies, know-how, IP and brands in mature markets such as the US and Europe
PwC
5
Key messages (2 of 2) Domestic and Foreign-Inbound Strategic •
Domestic strategic M&A recovered strongly in the second half of 2013, although full year numbers were less spectacular due to the slow first half which was affected by political and economic uncertainties
•
Foreign inbound M&A was flat; Japanese investment has declined sharply over the last two years as has investment from the US
Private Equity •
Renminbi PE fundraising declined for the second straight year as the domestic Chinese PE industry continued to consolidate; US$ denominated fundraising has been consistently healthy over the same period
•
The number of new investments recovered in the second half of the year and, on a full year basis, deal values held up well
•
Growth capital deals declined as the PE industry shifted focus towards PIPE and, increasingly, buy-out transactions whilst PE interest in outbound deals continued, albeit still at low levels in absolute
•
PE-backed IPOs showed some recovery in the second half of 2013 off a very low base but it was the third straight year of decline for PE exits, almost entirely attributable to problems in the equity capital markets; 2013 was the first year that IPO was not the dominant exit-route
•
The overhang of new investments compared to exits remains the number one issue affecting the PE and VC industry
PwC
6
Outlook •
We anticipate strong growth in China outbound, both from SOEs and POEs; 2014 will be a record year driven by increasing experience and sophistication of Chinese buyers, underpinned by government and direction (including SOE reform – see below)
•
Domestic M&A will also grow to new highs, driven by industry consolidation and sector reforms which will increase competitive pressures; A-share listed companies will be important drivers of this activity
•
Foreign inbound investment will also grow as confidence returns in overseas markets especially in Europe and the US, and as MNC’s realign their China strategies resulting in both sale and purchase of business units and an increasing number of JVs with Chinese partners
•
PE exits will rebound strongly as IPO markets re-open, but sale by M&A will also grow and we expect to see more secondary (PE to PE) activity; we also think that the number of new investments will increase with the trend to buy-outs continuing; although smaller in number, we will see more outbound PE deals and we expect to see some PE interest in investing in SOEs (see below) and in A-share listed companies
•
SOE reform, including market liberalisation, specialisation, globalisation and diversified shareholding will drive M&A activity across several of the sectors described above
•
In summary, we see strong tail-winds for M&A in China: the record trends seen in the second half of 2013 will continue into 2014
•
Drivers of this activity will include: further liberalisation of markets; SOE reforms; government for M&A generally – especially outbound; increasing direct investment activities of large financial institutions; market-driven industry consolidation; increasing sophistication of Chinese buyers; and recovering equity capital markets
PwC
7
China deal numbers recovered from multi-year lows in the first half of 2013, increasing by more than 40% in the second half; nearly all categories of M&A showed strong growth
Total deal volume, 2013 vs. 2012 (half yearly)
1H12 Volume
2H12 Volume
1H13 Volume
2H13 Volume
% Diff 2H13 v s 2H12
% Diff 2H13 v s 1H13
St rat egic buy ers Dom estic Foreign Tot al St rat egic buy ers
1 ,1 7 7 1 52 1,329
1 ,4 9 0 1 34 1,624
1 ,09 6 1 23 1,219
1 ,6 08 1 52 1,7 60
8% 13% 8%
47% 24% 44%
Financial buy ers Priv ate Equity VC Tot al Financial buy ers
1 64 220 384
1 68 2 53 421
1 62 27 6 438
2 05 462 667
22% 83% 58%
27% 67% 52%
China mainland Out bound SOE POE Tot al China mainland Out bound
26 70 96
22 73 95
28 53 81
31 88 119
41% 21% 25%
11% 66% 47%
HK Out bound
67
99
88
76
(23%)
(14%)
1,87 6
2,239
1,826
2,622
17%
44%
Tot al
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
8
On an annualised basis – despite the quiet first half – overall deal volumes grew by 8% and values by 28% in 2013 compared to 2012; deal values reached a record high … Total deal volume and value, from 2008 to 2013
2008
Volume
2009
Value
Volume
2010
Value
Volume
2012
2011
Value
Volume
Value
Volume
2013
Value
Volume
Value
% Diff % Diff volume value 2013 vs. 2013 vs. 2012 2012
Strategic buyers Domestic Foreign Total Strategic buyers
3,006 61 4 3,620
1 53.2 1 9.7 172.9
2,7 7 4 409 3,183
1 02.1 1 1 .5 113.6
2,947 539 3,486
1 42.8 1 8.3 161.1
3,262 482 3,744
1 1 9.9 1 7 .6 137.5
2,667 286 2,953
89.6 9.2 98.8
2,7 04 27 5 2,979
1 48.1 1 5.1 163.2
1% -4% 1%
65% 63% 65%
Financial buyers Priv ate Equity VC Total Financial buyers
365 694 1,059
22.4 1 .8 24.2
254 712 966
22.8 1 .8 24.6
425 1 ,01 1 1,436
25.4 2.6 27.9
502 903 1,405
32.6 1 .9 34.5
332 47 3 805
23.9 1 .0 24.9
367 7 38 1,105
35.0 0.9 35.9
11% 56% 37%
46% -12% 44%
China mainland Outbound SOE POE Total China mainland Outbound
27 99 126
6.9 3.7 10.5
45 99 144
26.8 6.6 33.4
64 1 24 188
35.2 6.6 41.8
48 1 58 206
33.6 9.6 43.2
48 1 43 191
40.4* 26.0 66.4
59 1 41 200
39.5 1 2.0 51.5
23% -1% 5%
-2% -54% -22%
HK Outbound
156
6.8
152
6.3
171
19.2
183
8.4
166
13.0
164
9.6
-1%
-26%
4,961
214.4
4,445
177.9
5,281
250.0
5,538
223.5
4,115
203.1
4,448
260.2
8%
28%
Total
(US$bn )
(US$bn )
(US$bn )
(US$bn )
(US$bn )
(US$bn )
* CNOOC’s US$15 bn Nexon deal was announced in 2012 and so is included in 2012 numbers, although it was completed in 2013 Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
9
… deal values reached a record high with 43 deals greater than US$1 billion in 2013, compared to 30 in 2012
Deal value by main category US$ billion 250 51.5 200
41.8
10.5
43.2
22.4 19.7 150
33.4
18.3
32.6
66.4
15.1
17.6
22.8
23.9
11.5
100
35.0
25.4
9.2 153.2
142.8 102.1
50
148.1
119.9 89.6
0 2008
2009
Domestic Strategic Buyers
2010 Foreign Strategic Buyers
2011 Private Equity Deals
2012
2013
China Mainland Outbound
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
10
Strategic buyers
PwC
11
Domestic strategic M&A recovered strongly in the second half of 2013 …
Strategic buyer deals, 2013 vs. 2012 (half yearly) No.
US$ billion
2,000
120
1,800 98.5
1,600 1,400
100
80
1,200 1,000 800 600
54.0
1,177
0
1,608
60
1,490 40
35.6
1,096
400 200
49.6
20 6.7
8.4
4.0 152
5.2 134
123
152
1H2012
2H2012
1H2013
2H2013
Announced Deal Volume Inbound Announced Deal Value Inbound
0
Announced Deal Volume Domestic Announced Deal Value Domestic
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
12
… although full year numbers were less spectacular due to the slow first half which was affected by political and economic uncertainties Strategic buyer deals, from 2008 to 2013 No.
US$ billion
4,000
180
3,500
160
153.2
142.8
148.1
3,000
2,000
120
119.9
2,500 3,006
102.1
2,947
100
3,262
2,774
89.6 2,667
1,500
2,704
80 60
1,000 500
140
40 19.7
18.3
614
11.5 409
539
2008
2009
2010
17.6 482
9.2 286
275
2011
2012
2013
0 Announced Deal Volume Inbound Announced Deal Value Inbound
15.1
20 0
Announced Deal Volume Domestic Announced Deal Value Domestic
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
13
Strategic M&A activity by industry was broadly consistent with earlier years, although technology and financial services deals showed some upward trends Strategic buyer deal volume by industry sector No. 4000 3500 970
743 3000 2500
1125 358
432 2000 1500 1000
522 372
1015 106 404 381 310
664
252 137 369 446 320
539
614
529
428
475
2008
2009
2010
500
384 500
653
697
264
300
273
315
402
395
352 668
400 404
570
429
575
439
434
2011
2012
2013
0 Industrials
Raw Materials
High Technology
Consumer Related
Real Estate
Financial Services
Others
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
14
Foreign inbound M&A was flat; Japanese investment has declined sharply over the last two years as has investment from the US
No. 650
Foreign strategic buyer deal volume by region of origin
600 550 500 450 400
70
350 300
70 127 92
250
67
200
87
150
29
100 50
124
67 35 23 73
54
31 79 27 46 35
48
67
94
98
89
0 2008 SE Asia UK Latin America
2009 Japan British Virgin/Cayman Other Europe
2010 EU Oceania Russia
2011
66
25 26 34 37
53
58
2012 US Canada n.a.
2013 Other Asia Africa
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
15
European investors did the biggest value inbound deals, as they have for three out of the last six years
Foreign strategic buyer deal value by region of origin US$ billion 25
20
15
0.5 3.0 0.3
10
5
0.2 2.0 0.8 2.1
3.4 4.3 3.6
0 2008 EU Oceania Canada
0.4 2.4 0.2 1.8 1.0 0.8 2009 SE Asia British Virgin/Cayman Other Europe
2.9
1.6 5.3
0.3 0.5 0.7 0.9
0.3 1.2 0.4 1.8
5.9
2010 2011 US UK Japan Africa Other North Amercia Russia
0.1 1.2 1.3 3.4
3.6
7.1
1.0 1.3 2012
2013 Other Asia South America n.a.
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
16
PE
PwC
17
Renminbi PE fundraising declined for the second straight year as the domestic Chinese PE industry continued to consolidate; US$ denominated fundraising has been consistently healthy over the same period PE/VC fund raising for China investment*
No.
US$ billion 60
* Excludes PEs investing in China from non-region specific funds
300
277 250
50
249 21.8
200
40
172 165
150
21.1
14.9
123
39.8 100
130 20
30
20
31.8 9.5
50
21.0
20.3
10
13 0
4.5
6.7
2008
2009
0 Renminbi Fund Size
2010
2011 Non-renminbi Fund Size
2012
2013
Fund Volume
Source: AVCJ and PwC analysis
PwC
18
The number of new investments recovered in the second half of the year …
Private Equity deals, 2013 vs. 2012 (half yearly) No.
US$ billion 18.5
300
20 16.5
250
18 16
15.1
14
200
12 150
8.8
10 8 205
100 168
164
162
6 4
50
2 0
0
1H2012
2H2012 Announced Deal Volume
1H2013
2H2013
Announced Deal Value
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
19
… and on a full year basis, deal values held up well
Private Equity deals, from 2008 to 2013 No.
US$ billion
550
40
500
400 350
35.0*
32.6
450
30
25.4
22.4
25
22.8
23.9
300
20
502
250 200
425 365
150
35
332
367
15 10
254
100 5
50 0
0
2008
2009
2010 Announced Deal Volume
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
2011
2012
2013
Announced Deal Value * Includes US$9.8 bn Taikang and Guolian investment in Petrochina’s West Pipeline JV
20
PE investors’ industry focus was broadly consistent with earlier years; we think TMT and healthcare sectors will grow in importance PE deal volume by industry sector No. 550 500 450 400
13 30
350 8 47
300 250
14 33
200
40
150
60
100
0
12 20 23 32
77
54
45
50
2008
2009
50
Industrials Healthcare Materials
34 31 98
54 72
124
31 31
24 46
44
32
58
45
67
73 88
90
2010
2011
Consumer related Real Estate Retail
Media and Entertainment Financial Services Others
42 2012
82 2013
High Technology Energy and Power
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
21
Growth capital deals declined as the PE industry shifted focus towards PIPE and, increasingly, buy-out transactions …
PE deal volume by type No. 550 16
500 450 400 350
13 15
118 29
85
18
21
300
132
51
200 150
68
4
250
329
368
327
246
199
100
206
50 0 2008
2009
2010 Growth
2011 PIPE
2012
2013
Buyout
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
22
… whilst PE interest in outbound deals continued, albeit still at low levels in absolute
China mainland PE backed outbound deal volume by PE category No. 30
25
20 20 15
18
7
23
10 8 11
5
8 4
8
4
3
0 2008
2009
2010 SWFs
2011
2012
2013
Other PEs
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
23
PE-backed IPOs showed some recovery in the second half of 2013 off a very low base …
PE/VC backed deal exit volume by type, 2013 vs. 2012 (half yearly) No. 140 120
3
100 48 5
80 60
5
44
1 34
40 64
51
20
34
29 6
0 1H2012
2H2012 IPO
1H2013 M&A - trade
2H2013
M&A - PE
Source: AVCJ and PwC analysis
PwC
24
… but it was the third straight year of decline for PE exits, almost entirely attributable to problems in the equity capital markets; 2013 was the first year that IPO was not the dominant exit-route PE/VC backed deal exit volume by type No. 350 8
300
6 83
250
91
200
8
5
150
92
84 100
7
212 171
85
44 50
6
98
88 46
35
0 2008
2009
2010 IPO
2011 M&A - trade
2012
2013
M&A - PE
Source: AVCJ and PwC analysis
PwC
25
The overhang of new investments compared to exits remains the number one issue affecting the PE and VC industry
PE/VC deal volume vs. No. of exits
No.
1,500 1,400 1,300 1,200 1,100 1,000 900 800 700 600 500 400 300 200 100 0
425
502 367
365
254 332 1,011
738
712
694
88 89
46 51 2008
903
2009
212
171
91
97
2010 VC deals
PE deals
473 98 100
2011 M&A exit
2012
35 91 2013
IPO exit
Source: ThomsonReuters, ChinaVenture, AVCJ and PwC analysis
PwC
26
China mainland outbound
PwC
27
China outbound M&A recovered with more deals announced in the second half of 2013 than in any earlier half-year period …
China mainland outbound deals, 2013 vs. 2012 (half yearly) No.
US$ billion
140
45
41.8 *
40
120
35 100
28.5
80
30
24.6
23.0
60
119 96
95
20 15
81
40
25
10 20
5
0
0 1H2012
2H2012 Announced Deal Volume
1H2013
2H2013
Announce Deal Value * Includes US$15.1 bn CNOOC – Nexus transaction
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
28
… and on a full-year basis, outbound M&A compared well with the last few years but the soft first half meant no new records in 2013
China mainland outbound deals, from 2008 to 2013 No.
US$ billion
250
70 66.4 * 51.5
200
60 50
150
43.2
41.8
33.4 100
188
206
191
200
144
126 50
40 30 20
10.5
10
0
0 2008
2009
2010 Announced Deal Volume
2011
2012
2013
Announce Deal Value * Includes US$15.1 bn CNOOC – Nexus transaction
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
29
POE activity was surprisingly low in the first half but rebounded to a new six-month high with 88 announced deals in the second half …
China mainland outbound strategic buyer deals, 2013 vs. 2012 (half yearly) US$ billion 30
No. 140 120
24.0
25
100
80
31 20.7
22
26
18.8
17.9
15 28
60 16.4 40
20
88
70
73
8.1 20
7.8
53
10
5 4.2
0
0 1H2012
2H2012
1H2013
2H2013
POE Announced Deal Volume
SOE Announced Deal Volume
POE Announced Deal Value
SOE Announced Deal Value
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
30
… whilst SOE activity was robust and deal values held up well
China mainland outbound strategic buyer deals, from 2008 to 2013 US$ billion 45
No. 250 40.4 * 35.2
200
39.5
33.6
35 48
26.8
150
64
48
59
26.0
45
20
100 158 124
99
6.9
0
15 143
141 12.0
99 9.6 6.6
6.6
2009
2010
10 5
3.7 2008
0 2011
2012
POE Announced Deal Volume
SOE Announced Deal Volume
POE Announced Deal Value
SOE Announced Deal Value
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
30 25
27
50
40
2013
* Includes US$15.1 bn CNOOC – Nexus transaction
31
SOEs continued to focus on E&P, resources (raw materials) and industrial sectors, whilst POE activity was more diversified covering also industrial technologies, consumer related businesses and high-tech China mainland outbound deals by industry sector
No. 50
–By number of deals, 2013 vs. 2012
45
40 35 30
30
25
33
20
5 0
18
26
15 10
33
17 10
18
15 6
28
22
17 5
11 13
1
2013 SOE
15 1
2013 POE
4 10
10 2
2012 SOE
5 1
6
2
14 7 3
1
4 2
2012 POE
Source: ThomsonReuters, ChinaVenture and PwC analysis
PwC
32
Destination markets were remarkably similar to 2012 with much of the POE money targeting established technologies, know-how, IP and brands in mature markets such as the US and Europe Outbound M&A deal volume by region of destination 2013 vs. 2012 North America
57
Europe
57
51
Russia
63
Asia
8 5 25 33
8
11
South America
9 8 27 29 Africa
Oceania
2012 2013 Source: ThomsonReuters and PwC analysis
PwC
33
Key messages and 2014 outlook
PwC
34
Key messages (1 of 2) Overall •
China deal numbers recovered from multi-year lows in the first half of 2013, increasing by more than 40% in the second half; nearly all categories of M&A showed strong growth
•
On an annualised basis – despite the quiet first half – overall deal volumes grew by 8% and values by 28% in 2013 compared to 2012; deal values reached a record high at US$260 billion with 43 deals greater than US$1 billion in 2013, compared to 30 in 2012
China Outbound •
China outbound M&A recovered with more deals announced in the second half of 2013 than in any earlier half-year period; and on a full-year basis, outbound M&A compared well with the last few years, although the soft first half meant no new records in 2013
•
POE activity was surprisingly low in the first half but rebounded to a new six-month high with 88 announced deals in the second half, whilst SOE activity was robust and deal values held up well
•
SOEs continued to focus on E&P, resources (raw materials) and industrial sectors, whilst POE activity was more diversified covering also industrial technologies, consumer related businesses and high-tech
•
Destination markets were remarkably similar to 2012 with much of the POE money targeting established technologies, know-how, IP and brands in mature markets such as the US and Europe
PwC
35
Key messages (2 of 2) Domestic and Foreign-Inbound Strategic •
Domestic strategic M&A recovered strongly in the second half of 2013, although full year numbers were less spectacular due to the slow first half which was affected by political and economic uncertainties
•
Foreign inbound M&A was flat; Japanese investment has declined sharply over the last two years as has investment from the US
Private Equity •
Renminbi PE fundraising declined for the second straight year as the domestic Chinese PE industry continued to consolidate; US$ denominated fundraising has been consistently healthy over the same period
•
The number of new investments recovered in the second half of the year and, on a full year basis, deal values held up well
•
Growth capital deals declined as the PE industry shifted focus towards PIPE and, increasingly, buy-out transactions whilst PE interest in outbound deals continued, albeit still at low levels in absolute
•
PE-backed IPOs showed some recovery in the second half of 2013 off a very low base but it was the third straight year of decline for PE exits, almost entirely attributable to problems in the equity capital markets; 2013 was the first year that IPO was not the dominant exit-route
•
The overhang of new investments compared to exits remains the number one issue affecting the PE and VC industry
PwC
36
Outlook •
We anticipate strong growth in China outbound, both from SOEs and POEs; 2014 will be a record year driven by increasing experience and sophistication of Chinese buyers, underpinned by government and direction (including SOE reform – see below)
•
Domestic M&A will also grow to new highs, driven by industry consolidation and sector reforms which will increase competitive pressures; A-share listed companies will be important drivers of this activity
•
Foreign inbound investment will also grow as confidence returns in overseas markets especially in Europe and the US, and as MNC’s realign their China strategies resulting in both sale and purchase of business units and an increasing number of JVs with Chinese partners
•
PE exits will rebound strongly as IPO markets re-open, but sale by M&A will also grow and we expect to see more secondary (PE to PE) activity; we also think that the number of new investments will increase with the trend to buy-outs continuing; although smaller in number, we will see more outbound PE deals and we expect to see some PE interest in investing in SOEs (see below) and in A-share listed companies
•
SOE reform, including market liberalisation, specialisation, globalisation and diversified shareholding will drive M&A activity across several of the sectors described above
•
In summary, we see strong tail-winds for M&A in China: the record trends seen in the second half of 2013 will continue into 2014
•
Drivers of this activity will include: further liberalisation of markets; SOE reforms; government for M&A generally – especially outbound; increasing direct investment activities of large financial institutions; market-driven industry consolidation; increasing sophistication of Chinese buyers; and recovering equity capital markets
PwC
37
Data compilation methodology
PwC
38
Data compilation methodology: Statistics contained in this presentation and the press release may vary from those contained in previous press releases. There are three reasons for this: ThomsonReuters and ChinaVenture historical data is constantly updated as deals are confirmed or disclosed; PricewaterhouseCoopers has excluded certain transactions which are more in the nature of internal reorganisations than transfers of control; and exchange rate data has been adjusted. Included Deals • Acquisitions of private/public companies resulting in change of control • Investments in private/public companies (involving at least 5% ownership) • Mergers • Buyouts/buyins (LBOs, MBOs, MBIs) • Privatisations • Tender offers • Spinoffs • Splitoff of a wholly-owned subsidiary when 100% sold via IPO • Divestment of company, division or trading assets resulting in change of control at parent level • Reverse takeovers • Re-capitalisation • t Venture buyouts • t Ventures • Receivership or bankruptcy sales/auctions • Tracking stock PwC
Excluded Deals • Property/real estate for individual properties • Rumoured transactions • Options granted to acquire an additional stake when not 100% of the shares has been acquired • Any purchase of brand rights • Land acquisitions • Equity placements in funds • Stake purchases by mutual funds • Open market share buyback/retirement of stock unless part of a privatisation • Balance sheet restructuring or internal restructuring • Investments in greenfield operations • Going private transactions
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© 2014 PricewaterhouseCoopers Limited. All rights reserved. “PwC” refers to PricewaterhouseCoopers Limited or, as the context requires, the PwC global network or other member firms of the network, each of which is a separate legal entity.
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