admin – Page 48 – shiqiv.com

「News of the Week」WeWork to withdraw its IPO

WSJ – WeWork Still Needs Cash After Pulling IPO

Dots to connect: valuation of startups, business model of burning money, Softbank’s strategy, similar companies in shared economy, corporate governance, etc.

「Video of the Week」David Rubenstein Interview With John Rogers of Ariel Investments

一个非主流的消费观

觉得有一套消费理念很有趣，用两篇blog来梳理一下

买东西 = 把钱换种方式存起来

买东西不等于传统意义上的消费，或者花掉。比如买一个包，那只是把cash变成了另一种asset。更好理解的是买个房子，假设全款100w买的，那就是cash减去100w，同时fixed asset加了一栏100w的房屋。

按此来推算，打八折买一个1w的包，cash减去8000块，asset的包那栏要加上1w，这是瞬间赚了2000！（equity部分净增加2000）。

这样计算的另一个问题是需要考虑deprecation，即折旧。用得快的化妆品即使先变成了asset也很快被减值。但类似包这样的asset，只要不扔，折旧是很小的。使用者可以在心里给asset安排一个使用寿命，如果每年使用次数很少，甚至不用，实际上每年几乎可以没有“减值”的感觉。一个实际使用1年的asset可以在使用者心中拉成10年。

这样的消费理念计价时不需要完全参考成本。事实上，现在越来越多的例子是asset有一个浮动的market price（非label price/price tag），当消费者逐渐接受，那asset value是要随时根据市场做调整。典型例子，yeezy和AJ。在这样的市场下，depreciation短期内远不如market price的波动明显，那鞋在market里涨价就是赚。

A Fundamental Pitfall In Sports

So human beings won’t evolve fast within 20-50 years, without any genetic engineering.

As we are reaching our limits, it would be very hard to break any records – for those sports that measures speed, height, strength, etc.

But that is what we are all expecting (as audience) and what keeps the sports industry exciting and growing.

So those sports have become increasingly dependent on “outside helps” – including those (e.g. certain drugs) banned by the overseeing committee.

Therefore, there will be increasingly possible that future sports will be driven more by technology development and the supervising body will be more “tolerant”.

What is more, there is always a blurring line between “allowed medication” and “forbidden techniques”.

I will be very interested to see how this conflict/problem will be solved/mitigated.

5G is the buzzword that nearly every industry is talking about. Higher download speed, AR/VR, autonomous driving, industrial IoT – 5G is the future, powering the global economy over $12 trillion by 2035, according to an IHS study.

5G physics

With 5G, we are marching into new radio frequencies, subdivided into Sub-6 (<6 GHz) and mmWave (a wavelength range of 10 mm at 30 GHz decreasing to 1 mm at 300 GHz).

4G radio waves ranging from 700 MHz to about 2.5 GHz range from roughly 40 to 12 cm in length. In contrast, a 5G NR wave at 28 GHz are just 1 cm long. And that’s the lowest end of the mmWave frequencies; 60 GHz signals are just 5 mm in length. [edn.com]

mmWave…

doesn’t penetrate walls!

This is perhaps the most common issue cited with upcoming 5G networks and it’s true to some extent. Most building materials, such as cement and brick, attenuate and reflect very high-frequency signals with a big enough loss you’re unlikely to receive a very useful signal moving from inside to outside. Even the air produces signal loss, which limits frequencies above 28GHz to about a kilometer anyway. Wood and glass attenuate high-frequency signals to a smaller degree, so you’ll likely still be able to use 5G mmWave next to a window. [androidauthority]

cant’t get through hands..
doesn’t work well when it rains..

Corning Gorrilla

https://players.brightcove.net/c54a08de-3d27-4a61-b362-8c3251c67445

Apple included glass back since 2017 models.

Industry Progress

AT&T has introduced its 5G+ service in December 2018 with 12 cities: Atlanta, Charlotte, N.C., Dallas, Houston, Indianapolis, Jacksonville, Fla., Louisville, Ky., Oklahoma City, New Orleans, Raleigh, N.C., San Antonio and Waco, Texas.

And later added 7 cities to that list in April 2019 – Austin, Los Angeles, Nashville, Orlando, San Diego, San Francisco, and San Jose, with Las Vegas the 20th in June and New York City the 21st in August.

Fundings Behind ForwardX

ForwardX is a startup making the world’s first smart luggage that can follow the owner – like autonomous driving.

Besides its 2C products, it is also making smart warehouse robotics.

Funding

Seed: December 2016, $1 million
Series A: May 2018. $10 million, led by CDH and Eastern Bell Capital
Series B: March 2019, RMB 100 million, led by RiverHill Fund

Market Sizing

To B: warehouse robotics, global market size $6-10 billion
To C: global luggage market $18 billion

In 2018, the total global revenue of Samsonite amounted to $3.8 billion while Tumi sales is 760 million (20% of global revenue)

Backgrounds of VC Investors

Eastern Bell Capital, Series A lead

Focus

Logistics
Supply Chain
Retail and Branding
Data & AI

Chairman of IC: Zhiming Mei, co-founder and CEO of GLP, one of the largest logistics real estate companies

GLP was spun out of the former Asian business of the world’s biggest industrial real estate operator Prologis, with GIC as the largest shareholder (36.8%), shortly after 2008 financial crisis
GLP owns and manages logistics facilities such as warehouses, controlling 55 per cent share of China’s industry of modern logistics facilities
Largest customers: Amazon, Best Logistics, JD.com
GLP was taken private in 2017 for $11.6 billion, led by Vanke (21.4%), HOPU (21.3%), Hillhouse (21.2%), Management (21.2%), Bank of China Investment (21.2%)
GLP delisted in 2018

- In the interim, the company entered the European market with its US$2.8-billion deal to acquire the Gazeley platform from Brookfield.
- GLP had entered the US market via another entity-level transaction in 2015, acquiring the IndCor business from the Blackstone Group for US$8.1 billion. The investment is in 117 million square feet of logistics space across 36 US markets that is 90 percent leased. The deal sees GLP commit 55 percent of the equity of the investment initially, funded via a combination of cash and a short-term credit facility, with GIC accounting for the other 45 percent.
- In Jan 2018, GLP said it had received approval from the China Securities Regulatory Commission to issue up to US$1.8 billion of Belt & Road bonds on the Shenzhen Stock Exchange. The bonds are used to finance projects related to the One Belt One Road initiative that seeks to connect Asia and Europe over land and sea. Proceeds will be used to repay existing debt related to the financing of GLP’s Gazeley acquisition.

In June 2018, it was reported that Blackstone Group LP is buying U.S. industrial warehouse properties from Singapore-based logistics provider GLP for $18.7 billion.
- Blackstone said the overall transaction totaled 179 million square feet of urban logistics assets, nearly doubling the size of its U.S. industrial footprint.

RiverHill Fund, Series B lead

One line is probably enough – Founded by Simon Xie, co-founder of Alibaba.

It is easy to see the 2B potential of ForwardX – be ready for its mass robotics in 3-5 years.

Series F-5: Other Business Developments of Fosun Tourism Group

Vigor

In November 2012, Fosun Group acquired a 20 percent stake in Taiwan’s pastry maker Vigor Kobo for 77 million yuan ($12.26 million).

It was transferred to the Fosun Tourism Group in April 2018 (then 18.68% equity interests in Vigor Kobo Co., Ltd) at a consideration of HKD19,319,787 which was mutually agreed by both parties based on the quoted market price of Vigor.

Thomas Cook

In March 2015, Thomas Cook, one of the world’s leading global leisure travel groups and Fosun entered into a strategic partnership, in which Fosun to become a long term shareholder in Thomas Cook; Fosun has agreed to invest £91.8m for the issue of 73,135,777 new Thomas Cook ordinary shares, representing 5% of the Company’s existing issued ordinary share capital, and intends over time to purchase further Thomas Cook shares on the open market with a view to increasing its shareholding in Thomas Cook up to approximately 10% of the enlarged issued ordinary share capital.

In June 2015, Thomas Cook and Fosun said they are to launch their China JV (called Kuyi, 51% owned by Fosun and 49% by Thomas Cook).

On June, 2018, Fosun Tourism Group acquired 82,546,172 ordinary shares of Thomas Cook, representing approximately 5.37% equity interest in Thomas Cook, from Fosun International for a consideration of GBP89,562,597, which was determined based on the closing price of 25 June 2018.

Fosun Tourism Group later purchased additional shares of Thomas Cook and held in total 6.04% of the equity interest in Thomas Cook as of November 2018.

In June 2019, it was reported that Fosun is in talk to acquire Thomas Cook.

Shanghai Fanyou

In January 2016, Shanghai Fanyou acquired 100% of the equity interests in Beijing Xiuping at a total consideration of RMB1,230,000.

On 28 February 2017, Fosun Tourism Group acquired the entire equity interest in Shanghai Fanyou via Shanghai FTD at a consideration of RMB31,017,100, which was determined based on an independent valuation report of Shanghai Fanyou as of 31 July 2016 and fully settled on 11 May 2018.

Shanghai Miniversity, a company jointly owned by Fanyou (70%) and Mattel (30%), was established to focus on the provision of learning and playing club for children under the Miniversity brand, and our first Miniversity club was opened in February 2018 within Atlantis Sanya.

Atlantis Sanya

Atlantis Sanya is owned by Fosun Tourism Group, and managed by Kerzner, except for Tang Residence. Kerzner is a world-renowned manager of premium properties.

As remuneration for Kerzner ’s services, in respect of each operating year, we pay Kerzner (i) a base management fee in an amount equal to a percentage of gross revenue for such operating year; (ii) a marketing fee in an amount equal to a percentage of gross revenue for such operating year; and (iii) provided that the results of operation of such operating year meet certain thresholds, an incentive management fee in an amount equal to a percentage of the gross operating profit threshold plus a percentage of the gross operating profit in excess of the threshold.

In 2014, Hainan Atlantis commenced construction of Atlantis Sanya. Atlantis Sanya had its soft opening in February 2018 and officially opened in April 2018.

Planned tourism destination projects – Lijiang

Fosun Tourism Group plans to establish, manage and operate a tourism destination with a total GFA of approximately 350,000 square meters in Baisha town in Lijiang city, Yunnan province in southwestern China (the “Lijiang Project”).

The construction of the Lijiang Project is expected to be completed in stages starting from either late 2020 or early 2021 and achieve full completion in the following two to three years. The estimated cost expected to be incurred in the next few years for the Lijiang Project is approximately RMB2.4 billion, the majority of which is expected to be construction costs.

Planned tourism destination projects – Taicang

Fosun Tourism Group has entered into agreements on and fully paid up the prices of RMB2,245.0 million for the acquisitions of land use rights of land parcels of over 483,000 square meters in total in Taicang city, Jiangsu province in east-central China and plan to establish, manage and operate a tourism destination in Taicang city (the “Taicang Project”) .

The estimated cost to be incurred in the next few years for the Taicang Project is approximately RMB7.7 billion, the majority of which is expected to be construction costs.

References

[1] http://www.chinadaily.com.cn/business/2012-11/16/content_15936798.htm

[2] https://www.thomascookgroup.com/investors/insight_external_assest/150306-FINAL-Fosun-RNS.pdf

[3] https://www.marketscreener.com/FOSUN-INTERNATIONAL-LIMIT-6170582/news/Fosun-Forms-Joint-Venture-in-China-with-Thomas-Cook-20550671/

[4] https://www.telegraph.co.uk/business/2016/09/08/thomas-cook-eyes-affluent-chinese-with-fosun-tie-up/

[5] https://news.sky.com/story/thomas-cook-confirms-fosun-takeover-approach-11738803

[5] https://www1.hkexnews.hk/listedco/listconews/sehk/2018/1130/ltn20181130029.pdf

Series F-4: Club Méditerranée After Acquisition

Developments & Improvements

China Developments

During 2015, Club Med opened three new resorts, including a new flagship skiing resort Val Thorens Sensations in the Alps region of France, 52 exceptional villas on the island of Finolhu in the Maldives and the four Trident resort in Dong’Ao Island in China which comes to complete the Dong’Ao five Trident Luxury space opened in 2014. In addition, the fourth resort in China has commenced business in Sanya in January 2016.

In line with Club Med’s development plan, China has become the second largest market after France in 2015, with the number of Chinese tourists increased by 29% year-on-year to 123,000.

In Fosun International 2016 annual report, it says the number of tourists in the Greater China Region recorded 200,000, which was 10 times more than such number at the time before Fosun’s investment in 2010.

In 2016, Club Med opened three new resorts, including Sanya, Beidahu (a skiing resort in Jilin) and Lake Paradise (in the vicinity of Sao Paulo in Brazil).

Therefore in 2016, Club Med has completed its 5-resorts plan with Yabuli, Guilin, Dongao, Sanya and Beidahu openings.

For 2017, Fosun reports that customers from Europe, the Middle East and Africa (EMEA), Americas and Asia increased by approximately 3.0%, 19.6% and 3.9%, respectively, compared to those in 2016.

In addition, Club Med has launched the new brand “Joyview”, offering premium excursion resorts in China. Club Med Joyview Changli Golden Coast and Club Med Joyview Anji opened in January 2018.

In 2018, In Greater China, the second market after France, the number of customers reached 243,000, +22% vs 2017.

In 2019, Club Med will open a Club Med Joyview near Beijing.

Other improvements (payments and mobile)

Club Med said its initiative in 2016 to include the ability to pay by WeChat in China is successful.

In 2017, Club Med signed a partnership with UnionPay International and adopted the UnionPay card. By partnering with UnionPay International, Club Med now offers to its Asian and particularly Chinese customers staying in its resorts in France, a new payment method to facilitate and secure their banking transactions abroad.

In 2018, mobile is becoming the key digital tool, generating over 50% of traffic.

Global developments and improvements

Club Med opened Club Med Grand Massif Samoëns Morillon Resort in the French Alps and Club Med Tomamu Resort in Hokkaido, Japan in December 2017.

In another statement, Club Med said in 2017 investment by Club Med’s real estate partners added more than €300 M.

Central America – In the Caribbean, in Turks and Caicos, Club Med Turquoise has undergone major renovation to become a 4 Trident resort. Located on Grace Bay, which CNN Travel and Trip Advisor voted the most beautiful beach in the world at the start of this year, the resort is mainly aimed at adults, couples and groups of friends.

Europe – In Sicily, in the magnificent location of historic Cefalù, Club Med is to inaugurate its first 5 Trident Exclusive Collection Mediterranean resort on June. Finally, a new mountain resort is to open in December 2018: Les Arcs Panorama[10] in the heart of Paradiski in the French Alps. This will be a 4 Trident, with an Exclusive Collection Space (5 Trident Space).

In 2019, Club Med will open a new 4 Tridents resort in l’Alpe d’Huez and the construction of two new mountains resorts is starting: in France new chalets-apartments in Grand Massif Samoens Morillon and in Canada in Quebec Charlevoix.

In 2019, Club Med will open a new Club Med Exclusive Collection resort, Michès Playa Esmeralda in the Dominican Republic. Also, the construction of two new resorts has started: one Club Med Exclusive Collection resort in the Seychelles on the island of Sainte-Anne and a seaside 4 Tridents resort in Spain, Marbella.

References

[1] http://corporate.clubmed/wp-content/uploads/2015/07/Press-release-Grand-Opening-Dongao-Island-2015-EN.pdf

[2] https://www1.hkexnews.hk/listedco/listconews/sehk/2016/0428/ltn20160428889.pdf

[3] https://www1.hkexnews.hk/listedco/listconews/sehk/2017/0420/ltn201704201608.pdf

[4] https://blog.clubmed.com.au/blog/tag/Club+Med+Beidahu

[5] https://www1.hkexnews.hk/listedco/listconews/sehk/2018/0426/ltn201804262072.pdf

[6] http://corporate.clubmed/wp-content/uploads/2019/03/Club-Med-Press-Release-2018-Business-overview-activity1.pdf

[7] http://corporate.clubmed/wp-content/uploads/2017/02/CP_Club-Med_Corporate_26-january-2017_ENG.pdf

[8] http://corporate.clubmed/wp-content/uploads/2017/08/Club-Med-signed-a-partnership-with-UnionPay-International-and-adopted-the-UnionPay-card.pdf

[9] http://corporate.clubmed/wp-content/uploads/2018/04/Press-Release-Club-Med-2017-Business-overview-result.pdf

[10] http://corporate.clubmed/wp-content/uploads/2018/12/Press-release-Inauguration-Club-Med-Les-Arcs-Panorama.pdf

Series F-1: Fosun’s Acquisition of Club Méditerranée (3)

Calendar Year 2014: Bidding War

Court decision – reject challenge

In early April 2014, Ardian said they (Ardian + Fosun) won’t raise Club Med offer, several weeks before the court decision.

On April 29, 2014, the Paris court rejected a shareholders challenge to a bid by China’s Fosun International and French private equity firm Ardian (previously Axa private equity) for holiday operator Club Med.

Another buyer – Andrea Bonomi, €21

Two weeks later, another buyer was increasing his stake.

It was reported on May 16, 2014 that Strategic Holdings, which is led by Italian businessman Andrea Bonomi (Managing Principal and Founder of Investindustrial, a private equity firm), owned 8.3 pct of Club Med’s capital at Thursday’s market close and was ready to further increase its stake. That stake stood at 7.2 percent on May 12. “Andrea Bonomi is hoping to have constructive talks for the benefit of all shareholders and the company. He is a long term shareholder. Assuming the offer does not go through then they would be one of the biggest shareholders and then they would like to engage on a constructive basis,” the spokesman for Strategic Holdings said.

In May, the French market regulator AMF issued what is known as a put-up- or-shut-up order, giving Mr. Bonomi until Monday (June 30) evening to either make an unconditional offer or drop his bid for at least six months. It also agreed to delay the closing of the Fosun-Ardian deal, giving Mr. Bonomi time to examine Club Med’s books and decide on his move.

Then in June 30, 2014, the new consortium (Global Resorts) made an offer at Euro 21 per share, valuing Club Med at ~790 million euros, or $1.1 billion.

Meanwhile, Club Med opened its third Chinese resort in June, on Dong’ao Island, near Macau.

Fosun Ardian withdrew

On August 14, 2014, Fosun made an announcement that, following AMF’s issuance of statement of compliance for a competing bid filed by Global Resorts SAS, an Amendment Agreement No. 3 to the Investment Agreement has been entered into among Fosun, Ardian (previously AXA PE) and Top Managers, pursuant to which the parties to the Investment Agreement have decided to withdraw the Tender Offer launched by Gaillon Invest.

Fosun Ardian new offer – €22

French private equity firm Ardian, Chinese conglomerate Fosun International, China’s U-Tour and Portuguese insurer Fidelidade, said on Friday they would offer 22 euros per share for Club Mediterranee , reigniting a battle for control of the French resort operator. The new offer, which values Club Med at 839 million euros(1.08 billion), topped a 21 euro-per-share takeover bid from Global Resorts, controlled by Andrea Bonomi.

Upon completion of the Transaction, assuming that 100% of the Target Shares and OCEANEs are tendered to the Tender Offer, each of Holding Gaillon II (through Gaillon Invest II) and Fidelidade would hold 80% and 20% of the shares and voting rights of Club Med respectively. Where Holding Gaillon II (through Gaillon Invest II) holds 80% of the shares and voting rights of Club Med, assuming that there are no Leveraged Financing Facilities, Fosun, the Management, ACF II and Utour-JD Investors would respectively invest in the form of equity capital and/or shareholders loan (through subscription to ordinary shares, preferred shares, and/or shareholders loans, as the case may be) an amount of approximately: (i) €612 million for Fosun, (ii) €10 million for the Management, (iii) €20 million for ACF II, and (iv) €30 million for Utour-JD Investors. As a result thereof, Fosun, the Management, ACF II, and Utour-JD Investors would respectively own approximately 91%, 1.5%, 3% and 4.5% of the share capital and voting rights of Holding Gaillon II. On the other hand, assuming there are Leveraged Financing Facilities, Fosun, the Management, ACF II and Utour-JD Investors would respectively invest in Holding Gaillon II an amount of approximately: (i) €382 million for Fosun, (ii) €10 million for the Management, (iii) €20 million for ACF II, and (iv) €30 million for Utour-JD Investors. As a result thereof, Fosun, the Management, ACF II, and UtourJD Investors would respectively own approximately 86%, 2%, 5% and 7% of the share capital and voting rights of Holding Gaillon II.

[On a side note, Fosun acquired 80% equity interest in Fidelidade on May 15, 2014]

The bid was cleared by AMF in October.

December

On November 11, 2014, buyers led by Bonomi raised the price to Euro 23, including KKR as a minority investor.

On December 1, 2014, buyers led by Fosun raised the price to Euro 23.5, including Brazilian investor Nelson Tanure, active in the tourism industry, as a 20% investor.

On December 5, 2014, buyers led by Bonomi raised the price to Euro 24.

On December 19, 2014, buyers led by Fosun raised the price to Euro 24.6.

Win by Fosun in Feb, 2015

After rival Italian tycoon Andrea Bonomi dropped out, Fosun was left as the sole bidder. The price offered to Club Med shareholders values the company at €939m (£700m). It’s the longest running bid battle in recent times in France.

Finally, on 12 February 2015, AMF declared that Gaillon Invest II is in a position to hold in concert 33,400,691 shares representing 92.81% of the share capital and at least 91.57% of the voting rights of Club Med.

References

[1] https://www.reuters.com/article/club-med-ardian-idUSL6N0N13HQ20140409

[2] https://www.reuters.com/article/club-med-courts/paris-court-rejects-challenge-to-club-med-bid-lawyer-idUSWEB00MC020140429

[3] https://www.bloomberg.com/profile/person/1951383

[4] https://www.reuters.com/article/club-med-idUSWEB00NDR20140516

[5] https://dealbook.nytimes.com/2014/06/30/hostile-bid-for-club-med-threatens-existing-deal/

[6] https://www.bloomberg.com/news/articles/2014-06-30/bonomi-s-club-med-bid-tops-rival-offer-at-21-euros-per-share

[7] https://www.reuters.com/article/club-med-bonomi/newsmaker-italys-bonomi-targets-comeback-with-club-med-bid-idUSL6N0PF2M120140704

[8] https://www1.hkexnews.hk/listedco/listconews/sehk/2014/0814/ltn20140814093.pdf

[9] https://www.reuters.com/article/club-med-offer-gaillon-idUSFWN0RC00W20140912

[10] https://www1.hkexnews.hk/listedco/listconews/sehk/2014/0912/ltn20140912620.pdf

[11] https://www.publico.pt/2014/05/15/economia/noticia/chineses-da-fosun-oficializam-compra-da-fidelidade-1636125

[12] https://www.reuters.com/article/us-clubmed-m-a-fosun-intl-amf/french-regulator-clears-fosuns-improved-club-med-bid-idUSKCN0I31VV20141014

[13] https://www1.hkexnews.hk/listedco/listconews/sehk/2014/1201/ltn201412012174.pdf

[14] https://www1.hkexnews.hk/listedco/listconews/sehk/2014/1201/ltn201412012174.pdf

[15] https://www.reuters.com/article/us-clubmed-m-a-fosun-intl/chinas-fosun-outbids-italys-bonomi-with-sweeter-club-med-offer-idUSKCN0JE0WL20141201

[16] https://www.reuters.com/article/us-club-med-m-a/italian-tycoon-bonomi-tops-chinese-offer-for-club-med-idUSKCN0JJ1D920141205

[17] https://www1.hkexnews.hk/listedco/listconews/sehk/2014/1219/ltn20141219298.pdf

[18] https://www.wsj.com/articles/fosun-sweetens-club-med-bid-1418979380

[19] https://www.wsj.com/articles/italian-businessman-backs-down-in-bidding-war-for-club-med-1420238279

[20] https://www.bbc.com/news/business-31432322

[21] https://www1.hkexnews.hk/listedco/listconews/sehk/2015/0212/ltn20150212805.pdf

Series F-1: Fosun’s Acquisition of Club Méditerranée (2)

Calendar Year 2013: Tender Offer and Guilin Resort

Per the initial announcement, Fosun cant’ increase its stake over 10% until 2012. In Fosun’s annual report 2012, it says it continued to increase its shareholdings to 9.96% by way of investment in the public market (3,172,430 shares). In addition, following the doubling of the voting rights attached to some of its shares, which took place on July 2, 2012, Fosun holds 15% of the voting rights in Club Méditerranée.

Club Med’s Article 8 of the bylaws stipulates that all fully paid-up shares registered in the name of the same holder for at least two consecutive years carry double voting rights.

First offer – €17

On May 27, 2013, Paris-based Axa Private Equity and Fosun, China’s largest private conglomerate, which already own 19 per cent of the shares, said they would team up with the company’s management to offer €17 a share – a 23 per cent premium to Friday night’s close of €13.85.

They aim to be equal partners in acquiring 50.1 per cent of the shares, on a fully diluted basis. If their offer results in a 95 per cent take-up, they may delist and take Club Med private. After five years they would exit through an initial public offer in Paris with secondary listings in Singapore and Shanghai.

Fosun’s obligation to complete the Transaction is conditional on the completion of the Tender Offer, which in turn is conditional upon Gaillon Invest acquiring more than 50% of the share capital and voting rights of Club Med on a diluted basis following the initial round of the Tender Offer.

Upon completion of the Transaction (provided that 100% of the Target Shares and OCEANEs are tendered to the Tender Offer and assuming an investment amount for the Management of Euro 8 million), each of AXA PE, Fosun and the Management would respectively invest in the form of equity capital and/or shareholders loan (through subscription to ordinary shares, preferred shares, and / or shareholders loans as the case may be) an amount of approximately (i) Euro 153 million for Fosun, (ii) Euro 164 million for AXA PE and (iii) Euro 8 million for the Management. As a result thereof, Fosun, AXA PE and the Management would own respectively 47.6%, 47.6% and 4.7% of the share capital and voting rights of Holding Gaillon. Holding Gaillon will not be a subsidiary of Fosun.

In the event that the Offeror would hold 50.1% of the share capital of Club Méditerranée, the aggregate shareholding of the management (circa. 400 people) would represent an indirect shareholding of circa. 8% in the share capital of the Offeror (including circa. 1.6% of which for Mr. Henri Giscard d’Estaing and Mr. Michel Wolfovski), for a total investment of the management of circa. 8 million euros.

Raising bid price – €17.50

On June 25, 2013, Fosun and AXA raised the price from Euro 17.00 to Euro 17.50 and the offer price per OCEANE from Euro 19.23 to Euro 19.79. Club Med’s board said it would back the deal and several of its top shareholders pledged support after staying mum on the previous offer.

Opposition from minority shareholders

The AMF (French stock market regulator) first approved the deal but then Both ADAM and CIAM filed complaints against the takeover with the AMF regulator, who then in August said it was extending until further notice the period for the bid, which had been due to close on August 30, while the court decisions were pending.

Then in September 2013, the court would hear deal complaints on February 27, 2014 and pronounce a judgment on April 29, 2014.

[On a side note, AXA private equity was spun-off and renamed as Ardian in September 30, 2013]

Expansion in China, Guilin village

Meanwhile, Club Méditerranée opened a second 4 Trident village in Guilin during summer 2013 (with a 5 Trident area) and has announced a third village, this time a resort, on the Island of Dong’Ao for summer 2014.