2012年12月10日星期一

Hanergy ultra-low-cost overseas acquisition of financial management techniques(2)


However, the intention of controlling the acquisition Hina, but was Miasole venture capital shareholders oppose, such as Kleiner Perkins Caufield & Byers, VantagePoint Venture Partners, which, in addition to the ordinary shares and convertible bonds to Miasole capital injection of $ 550 million, has invested tens of millions of U.S. dollar equity investment. "They do not want to fire sale Miasole." To the informed sources, venture capital shareholders and management of the Company is forced back to the negotiating table, Hina Holdings made a bold acquisition strategy, through the acquisition of of Miasole all product inventory, the company's management into submission .

The acquisition strategy, mainly due to the the the CDB credit of "support". The informed sources, Hina holding in August by the CDB credit for "credit guarantee" cost nearly $ 8 million stock acquisition orders to buy Miasole, the month after Hanergy no longer additional orders, Miasole high-level fly directly China hopes Hina holding a lot of support to alleviate the wages of employees and other urgent needs.

Hina holding again proposed acquisition Miasole, and to proceed with the to Miasole venture capital shareholders do communicate. Until two years KPCB Fund Manager Miasole are not allowed to lay off the new team performance incentive fees requirements are met, this acquisition finally finalize details. This reporter learned that, in fact, Hina Holdings for acquisition of $ 45 million, which in accordance with the Miasole repay the debt limit is set at $ 30 million acquisition price part (mainly including bank $ 23 million loan and $ 12 million of accounts payable, but banks to cut the amount of $ 5,000,000), and the remaining $ 15 million for the next two years Miasole team performance incentive fee.

"CDB credit occupy nearly 50% of the total acquisition cost." He disclosed.

CDB credit "backing"

Hina Holdings already taste the sweetness of the ultra-low-cost acquisitions overseas acquisition Miasole 5 months ago, by virtue of the CDB credit.

Reporters learned exclusively, Hina Holdings acquisition of German Q-Cells subsidiary Solibro equity in May this year, the purchase price is not speculation that $ 5 billion, but about 25 million euros.

Reason, Q-Cells was intended to complete a debt restructuring (new debt to replace some of the old debt), but unsuccessful negotiations with the original creditor, a Q-Cells very low amount of debt held by creditors to court result, the Court must determine Q-Cells in bankruptcy liquidation reorganization.

"At that time, the German banking sector as a whole suffered the European creditor rights crisis and tightening of solar cell photovoltaic loans provide short-term loans do not want to give Q-Cells debt." He revealed. The Hina Holdings heard the news involved, and ultimately about 25 million euros to buy Solibro equity. However, with the Solibro the same scale PV companies solyndra valuation of up to $ 535 million, the market should therefore consider the market value of Solibro 4-5 billion U.S. dollars.

The informed sources, Q-Cells in urgent need of cash to repay the debt to emerge from bankruptcy reorganization embarrassment, only accept cash form of payment. CDB 300 million yuan credit seeing Hina Holdings strength.

Hina Holdings, Solibro help enhance Hanergy conversion rate advantage in the production of copper indium gallium selenide (CIGS) thin film solar PV modules, the mass production of the former highest conversion rate of 15.5-17%.

"Rely solely Hina holding its own financial strength, Q-Cells may not be recognized the funds Hanergy strength." To the informed sources, in the eyes of Q-Cells, Hina Holdings and their situation is similar because of the global solar photovoltaic industry excess capacity to reduce solar subsidies in Europe and America, the banks are reluctant to the solar industry to provide credit support the CDB credit certificate, so that Q-Cells surprised. "

A source close to the Hanergy bluntly, the CDB The reason given 300 million yuan credit support Hanergy holding overseas acquisitions, on the one hand, a broad space for development of the CDB approved the thin film solar industry compared to polysilicon solar panel industry, the film of the same conversion rate Solar has a low-cost advantage; the other hand, Hina Holdings hydropower operating assets annually generate billions of dollars in cash flow, CDB believe can be scheduled debt.

The CDB "support" Hina Holdings, not just credit. The Hina Holdings commitment to the implementation of the biennium of $ 15 million performance incentive to the the Miasole company executives, but the relevant amount remitted outside once faced a rigorous review of the use of funds by the CDB and other relevant departments to do the coordination and communication, the remittance before promptly remitted abroad.

"If the money can not be scheduled remitted abroad, this overseas bargain-hunting acquisition turn to no avail and eventually died." He stressed, "Hina Holdings difficult to obtain the carrying amount of U.S. $ 2-3 billion floating surplus."

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