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受到富二代热捧的SPAC,是场你不配参与的资本游戏?

Is SPAC, which is popular among the rich second generation, a capital game you don't deserve to participate in?

野馬財經 ·  Apr 17, 2022 22:14

Source: Mustang Finance

A man is old and his heart is not old. The 71-year-old Wang Shi still sticks to his job and moves frequently in the capital market.Play with the hot SPAC (special purpose acquisition company). In early April, Shenshi acquisition Enterprise Co., Ltd., sponsored by Wang Shi and AIC Capital, formally submitted its listing application to the Hong Kong Stock Exchange.

With the listing system of SPAC special purpose acquisition companies, it was formally introduced into the Hong Kong Stock Exchange in 2022.SPAC began to connect with all kinds of rich people more and more.Before Wang Shi, there were many rich second-generation and third-generation soldiers from Hong Kong, China, such as Richard Li, Lawrence Ho and Zheng Zhigang, who entered the game first. In less than four months, 12 SPAC companies have applied to the HKEx.

1. SPAC, which is loved by the rich second generation.

SPAC, also known as "blank check company", isMeans that a company has no assets and only cashThe task after listing is to reorganize unlisted enterprises with high growth prospectsMake the latter achieve the purpose of "backdoor listing".

The players involved are all rich or expensive, with a long history.

On March 15th, A SPAC (HK) ACQUISITION CORP. Submit an application to the HKEx. The sponsors are A SPAC (Asia) Holdings Corp., De Oro Strategics Limited and Huitong Wynn, of which De Oro Strategics Limited is a wholly owned subsidiary of Yucheng Kejin.

Yucheng Kejin (0279.HK) is headed by Zheng Zhigang, the third rich generation of the Cheng family, one of the four families in Hong Kong, China.

A SPAC (HK) ACQUISITION CORP. Consumer-oriented industries, particularly mainland China and Hong Kong, China, are looking for potential targets, claiming that they will use technology to promote their growth and development in Asia.

Zheng Zhigang is not the only SPAC., March 2021, Artisan Acquisition Corp. The prospectus was successfully submitted to the Securities and Exchange Commission (SEC). As of April 15, 2022, it closed at US $9.95 per share, with a total market capitalization of US $437 million. The SPAC tends to look for suitable targets in the areas of health care, consumption and technology.

March 20thSpecial purpose acquisition Company of Spade Asia (hereinafter referred to as "Spade Asia"), which is owned by the son of gambling king Ho Hung Yan, submitted a "prospectus" on the Hong Kong Stock Exchange.. Spades Asia is just over three months old and is jointly launched by Lawrence Ho's family office and private investment flagship Spade Capital and Bank of China Hong Kong Capital Management, according to the prospectus.

This is not Lawrence's first SPAC. In June 2021, Black Spade Acquisition, a subsidiary of spades, filed with the Securities and Exchange Commission, with Citigroup as the exclusive sponsor. The plan is to raise 150 million dollars.

Except for these two."Little Superman" Richard Li appears to be more enthusiastic about SPAC and earlier, with two SPAC successfully listed and one being applied for.

The first SPAC was founded on May 27, 2020, when Richard Li's Pacific Century expansion and Tyre Capital of American investor Peter Thiel (founder of the American version of Alipay palpay) jointly invested in Bridgetown Holdings. The company plans to develop new economic technologies in Southeast Asia, including through acquisitions, restructuring and other ways to acquire a number of technology, financial services and media companies.

Two months after its establishment, the application was submitted to SEC on July 24, 2020. Less than three months after submitting the application, Bridgetown Holdings completed a public offering under the symbol BTWN on October 16 of that year. As of April 15, US Eastern timeIt closed at US $9.88 per share, with a total market capitalization of US $735 million (about 4.8 billion yuan).

The second SPAC, called Bridgetown 2 Holdings, was established on June 24th, 2020, and the situation is similar to that of the first company, which will be listed on January 26th, 2021 under the symbol BTWNU. As of April 15, US Eastern timeIt closed at US $9.97 per share, with a total market capitalization of US $593 million (about 2.5 billion yuan).

In May 2021, the third Bridgetown 3 Holdings went public with the Securities and Exchange Commission and plans to raise up to $260 million.

2. Why are they sought after by the rich second generation?

What are the benefits of the rich second generation applying for SPAC one after another?

SPAC not only saves time, but also costs much less; compared with the traditional shell listing, SPAC has clean shell resources, no historical liabilities and related laws and other issues.Said Yu Fenghui, an economist.

For exampleSoutheast Asian real estate portal PropertyGuru and Richard Li's SPAC company, Bridgetown 2 Holdings, have completed the merger.Listed on the New York Stock Exchange under the symbol "PGRU" on March 18, 2022, it closed at $6.23 per share with a market capitalization of $1.004 billion as of April 15.

PropertyGuru, equivalent to KE Holdings Inc. in Southeast Asia, mainly provides housing rental and real estate trading services for users, while using technologies such as VR to provide virtual viewing experience for users, as well as sales solutions and customer acquisition solutions for B-end developers and brokers. At present, PropertyGuru operates in Vietnam, Indonesia, Malaysia, Thailand and other countries.

Most of Li's insurance business is in Southeast Asia, and Fuwei Group has acquired a number of insurance-related companies in Southeast Asia since 2014.Through the merger with PropertyGuru, Richard Li has also successfully stepped into the real estate industry in Southeast Asia.


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Source: Fuwei Group

AndZheng Zhigang's (SPAC) Artisan Acquisition Corp and gene diagnostic testing company Prenetics completed the mergerIt is expected to go public in mid-May 2022 and Prenetics currently has an enterprise value of $1.25 billion. Prenetics has also received investment from BABA Entrepreneur Fund, Ping an Venture Capital and other institutions.Under the epidemic, the demand for nucleic acid testing business has also skyrocketed.

As one of the four families in Hong Kong, China, Zheng Zhigang family invests in a variety of industries, such as Little Red Book, Full Truck Alliance Co. Ltd. Group, Xiao Ma Zhixing, New Ruipeng Pet, Freedom, Horizon, Dingdong (Cayman) Limited and so on. In the medical field, in addition to the combined genetic testing company, Zheng Zhigang joined Parkway Medical to set up Hong Kong Yi Hospital in 2013 and launched a new health brand Humansa (Renshan excellent Society) to enter the medical care market in 2018.

In addition to being able to merge with high-quality enterprises to expand the capital map, from a variety of restrictions, SPAC requires very high capital and professionalism.As the rich second generation has wealth and resources, it seems reasonable to unite with all kinds of capital.

First of all, if you want to apply for SPAC in Hong Kong, China, the sponsor must hold category 6 and 9 financial licenses in Hong Kong, China. Category 6 is the institutional financing consultancy business licence. Only with this licence can you provide advice on institutional financing. There are also certain requirements for capital. If you do not hold client assets, you must have liquidity of not less than HK $100000.If you act as a sponsor of a company to be listed, the contributed capital shall not be less than HK $10 million and the working capital shall not be less than HK $3 million. The establishment of SPAC is clearly in line with the second situation.

Type 9 financial license is an asset management license. With this license, you can issue funds in Hong Kong, China, manage clients' funds, etc., which is equivalent to the private equity license in the mainland. And after owning this license, you can directly participate in overseas investment, and can manage and use the funds of overseas investors. In addition to the basic threshold of the license, there are detailed requirements about the company's personnel setting, personnel qualifications, the overall structure of the company and so on to apply for SPAC.

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Mustang financial drawing

If you canAssets with an average collective value of at least HK $8 billion under management for three consecutive years will be more popular with HKEx.

In addition to the requirements on the company's assets, management structure, etc.HKEx also requires companies applying for SPAC to have an independent third party PIPE (Private Investment in Public Equity is a financing method for private equity funds and mutual funds to buy shares in listed companies.).It also requires at least 50 per cent of the PIPE to come from three senior investors with assets under management of at least HK $8 billion.

Huitong Wynn, which works with Zheng Zhigang, for example, manages assets of more than HK $6 billion a year from 2019 to 2021. Investment types include equity, fixed income and alternative investments and other assets.

And Interra Acquisition Corporation, which submitted its application on the Hong Kong Stock Exchange this year, is sponsored by Chunhua Capital and Agricultural Bank of China International. As of September 30, 2021, Chunhua Capital had more than US $17 billion in assets under management. Agricultural Bank of China International manages more than 70 funds, with total contributions of more than 100 billion yuan. There are foreign investment banks JPMorgan Chase & Co, Credit Suisse, Chinese securities firm China Banking International and so on have appeared in the ranks of SPAC.

As ordinary investors, they are excluded from this capital game.HKEx stipulates that the SPAC IPO in Hong Kong, China is only for professional investors.And until the SPAC merger and acquisition is completed, only professional investors can trade SPAC securities.

Professional investors are divided into individuals and institutions, with the following requirements:

1. Have at least8 million Hong Kong dollarsIndividuals in the portfolio

two。 Have at least40 million Hong Kong dollarsTrust company with assets

3. Have at leastHK $8 million investment portfolio and HK $40 millionAn enterprise or partnership with assets.

Of course, the HKEx's move is obviously also to better protect retail investors.

3. A capital game that is difficult to win or lose.

Just as you choose wealth management products into R1 (cautious), R2 (robust), R3 (balanced) and R4 (aggressive), the amount of money you already have is different, the choice of wealth management products is naturally different.SPAC looks complicated, but in fact, it is also an aggressive choice for the rich second generation of financial management. And high returns often mean high risk.

For SPAC, applying for listing is only the first step. "the more urgent task is to find an entity company with good growth, operating conditions and future prospects." Negotiate the acquisition with it.If it is not completed within 24 months, the merger and acquisition will fail. This means that a series of costs for setting up SPAC have been lost.Said Yu Fenghui, an economist.

However, just like in 2009, real estate mogul Wang Jianlin said that he would first give Wang Sicong 500 million "pocket money" to practice his hands. If he lost, he would give another 500 million yuan, and then lose, then he would honestly go back to work at Wanda.One of the investment gaps between the rich second generation and us is the level of costs that can be paid.

When we return to SPAC, the companies that can meet the conditions of growth, operation and future prospects are often emerging economic industries, such as new energy, life sciences, health care and other fields, and most of the sponsors of SPAC choose these fields. "New economy enterprises are often in urgent need of funds, but their own norms are relatively lack, with the help of SPAC can achieve their goal of rapid listing and financing, so such companies are naturally keen to list through the Hong Kong version of SPAC system.Bo Wenxi, chief economist of IDG China, said.

In terms of policy environment, SPAC is also faced with many risks and uncertainties.

SPAC is essentially a financial product. Financial products have been surviving and developing within the quadrant of policy permission and market needs, all of which are indispensable. It should be noted that the higher the speculative and risky nature of financial products, the greater the restrictions and constraints of policies.When the existing financial products can not meet the needs of current capital development, there is financial innovation. Financial innovation often breaks through the restrictions of existing laws and regulations or supervision, and serves the capital market when the existing policies are not defined in time. However, with the change of the market environment, regulators' attitude towards financial innovation is also being adjusted. "explained Wang Chikun, an independent economist.

In this context, SPAC in the process of development, sometimes legal, awakened and concerned by the market, sometimes not in line with the policy, abandoned and forgotten by the market.Not only to meet the needs of the market, but also to comply with the requirements.Based on the above reasons, the speculative and risky SPAC is favored again under the current market environment and policies.It can also be predicted that at some point in the future, the market environment or policy environment of SPAC will no longer exist, and SPAC will be left out again. The development fate of SPAC is a bit like China's new third board development, perhaps it is fate Doer.Wang Chikun said.

Each era has its own specific products, and the capital market is no exception. The emergence of SPAC, risks and opportunities are unknown, some people choose to seize it further, while others choose to take a step back and give up. And their choice is like a touchstone, those who do not conform to the times will eventually be eliminated, and good things will always shine. There is further joy, and there is a leisurely step back.

Edit / jayden

The translation is provided by third-party software.


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