Entering Overseas Markets - An M&A Overview Nick Horrocks Director 尼克.可勒基斯 总监 Contents About Clearwater Corporate Finance LLP & IMAP Current M&A Environment Current Issues for overseas M&A Challenges for 2012 Clearwater China Desk China Overview Case Study - India Summary Links to useful websites Appendix 2 3 4 5 Current Issues for European M&A Eurozone Sovereign debt crisis Confidence in economic growth However Requirement to diversify geographically Access growth markets Mitigate against localised risks Access to talent Develop scale and position quickly Innovation 6 Global M&A Challenges for 2012 Macroeconomic conditions, particularly uncertainties in the Eurozone Volatile market conditions in the equity and financial markets Unknown impact of political environment – leadership changes in Europe, forthcoming Presidential election in the US, and leadership transition in China Protectionist measures may impact deal flows Shareholder pressure and activism an increasing influence Antitrust regulation on the rise – now over 100 merger control regimes across the globe 7 8 Clearwater China Desk Our Expertise China and UK focused Strategy and M&A advisory services Sector-focused Transactions valued at between $50m and $500m Largest independent mid-market M&A advisor in the UK 16 years of experience in China Our People Our Clients Bicultural partnership with Chinese and UK nationals Mid-market focused 65 M&A professionals and strategy consultants in China 40 M&A professionals in the UK Multi-national groups, private equity-backed companies and owner-managed companies 500 strategy projects in China 150 M&A transactions in China 500 M&A transactions in the UK 9 China Overview Chinese Inbound M&A “No business is global without exposure to the Chinese market” Overseas groups have traditionally sought a Chinese presence through representative offices The inbound M&A market has recently been driven by corporate minority investments and private equity Statistics are limited but it is clear that inbound M&A is growing dramatically as overseas groups seek Chinese presence Increasingly overseas groups are seeking wholly-owned operations in China in order to control their activities 10 11 12 Case Study UK-based software developer acquires in India Background Issues Small deal Time Same sector, access to Indian market and development resource Tax & structure Company has gone from 10% overseas sales to 45% overseas – first acquisition Language & culture Management / leadership Integration Commercial history of the business Personal relationships in local markets Owner is vendor and exiting the business 13 14 Links to useful websites UK Trade & Investment (UKTI) www.ukti.gov.uk IMAP www.imap.com Clearwater Corporate Finance LLP www.clearwatercf.com Office for National Statistics (ONS) www.ons.gov.uk Institute of Mergers, Acquisitions and Alliances (IMAA) www.imaa-institute.org InterChina Consulting www.interchinaconsulting.com 15 Appendix 16 InterChina 2011 Leading Strategy and M&A advisory firm in China • Our Value • • • • China specialist. Strategy and M&A advisory Sector expertise. Retained 17 years experience. • Our People • • • • Bicultural partnership. 60 consultants & advisors. Chinese, senior, industrial, technical. Located in China, EU, US offices. • Strategy Practice • 22 Strategy Projects • Healthcare: 30% • Machinery: 25% • Chemical: 20% • Others: 25% • M&A- Transaction Practice • 35 Mandates under process. • 5 successful closings in 2011, representing 600 million USD • CEPSA (Petrochemical) • KUO (Petrochemical) • BOBST (Machinery) • AVIC (Aeronautical) • Undisclosed (Chemical) • In process to closing another 5 transactions. 17 Nick Horrocks 尼克.可勒基斯 Director 总监 Tel: +44 (0)7788 144 475 Email: nick.horrocks@clearwatercf.com www.clearwatercf.com 9 Colmore Row Birmingham B3 2BJ Tel: +44 (0)845 052 0360 Fax: +44 (0)845 052 0361 Brookmount House 62-65 Chandos Place London WC2N 4HG Tel: +44 (0)845 052 0300 Fax: +44 (0)845 052 0303 Chancery Place 50 Brown Street Manchester M2 2JT Tel: +44 (0)845 052 0340 Fax: +44 (0)845 052 0341 21-23 Castle Gate Nottingham NG1 7AQ Tel: +44 (0)845 052 0380 Fax: +44 (0)845 052 0381