Universal acquisition of the A123 is not out military operations have been removed
Ye Hui Jue NEW YORK, 21st Century Business Herald 2012-11-15 00:05:49 Comments (0) anytime to read the news
In case acquisition A123, the universal never been out of the game.
U.S. time on December 6, the United States electric car battery manufacturer A123 Systems, Inc. (A123 Systems, hereinafter referred to as "A123") will tender the sale of assets as a whole. Had once considered out of the Wanxiang Group, China (hereinafter referred to as "universal"), and Johnson Controls (Johnson Controls) will compete for the subject.
On November 13, President of Wanxiang America Ni frequency in an interview with this reporter, Mr. confirmed: "Johnson Holdings us is qualified bidders. A123 includes the non-automotive business of our bid, but the exclusion of its military business. "
3 months ago, A123 up to 465 million strategic investment agreement signed with universal. Two months later, the former suddenly announced, declared bankruptcy with universal agreement can not be completed, and now with the American Enterprise - Johnson Controls signed a $ 125 million agreement to acquire its automotive business, speculation universal out. But since then, less than a month, the universal re-enter the "war situation" and proposed that the confidentiality of the Nov. 7 issue of the acquisition of the assets as a whole.
A sources close to the case said the reporter, from separate ways file control, universal, for the acquisition of the A123's intimate knowledge of, possibly as early as August, signed the first agreement, the universal situation has now With estimates that everything is under control.
A123 refused to comment at this time. Its marketing and communications vice president Andy Zhu (Andy Chu), on the company blog, bursts of the number of packets to clarify the bidding process of coordination and debtor financing details, trying to distance themselves from the relationship with the universal.
CEO David dimensional about (David Vieau) August interview with this reporter, he said, China and the United States government's approval is the biggest challenge of universal this investment, and I believe there will be a lot of controversy.
Johnson Controls "incomplete" bid
The different roles played by universal and Johnson Controls, this bid was really interesting.
According to the relevant documents, Johnson Controls bottom labeled "identity to bid $ 125 million acquisition of the A123's automotive business. Delaware Bankruptcy Court Judge Kevin Carey (Kevin Carey) finds that enjoy the protection of the "fake horse auction" (stalking horse protection), Johnson Controls did not win the subject, will be approximately $ 5.5 million break-up fee "and related compensation.
The fake horse auction bidders ahead to bid for the assets, to lock in the lowest price, the remaining bidders need to bid on this basis.
Despite Japan's NEC and Siemens of Germany expressed interest, but really finish the program qualified bidders, only universal with Johnson Controls two.
However, the sources, the bottom marked Johnson Controls is incomplete. Johnson Controls bid subject only the A123's automotive business, while the universal attempt to acquire the majority of its business, Wanxiang's a greater chance of winning.
Ni-frequency representation: "By the time you need to look at these assets are worth so much money. Asset value exists, then, for us, there are a number of government approval of the work to be done."
He stressed that one of the main strategies of the new energy is universal, universal this year in the United States voted in five new energy projects, the A123 this project from strategic development plan with universal consistent.
Prior dimensional about had told reporters about April this year, the universal initiative to find them, open negotiations.
However, Ni-frequency emphasized: "universal itself a more conservative investment strategy, if other companies are coming out of the price we think is too high, then we will not do."
On December 11, the court will auction results for hearings.
DIP financing: self-protection to avoid risks
Within three months, things seem to be twists and turns, but in reality hidden mystery.
"Followed all the steps, is closely related to this agreement and signed at that time (August)." Ni-frequency representation.
August 16, universal and A123 signed a strategic investment agreement, then the A123 has not declared bankruptcy. Agreement, the universal agree first invested $ 25 million unconditional bridge loan to meet certain capital injection conditions continue to provide a loan of $ 50 million, then the universal may also purchase $ 200,000,000 of senior secured convertible bonds, In addition, once the execution The Warrants will invest $ 190 million.
But shortly after the first $ 25 million invested in universal, A123 announced bankruptcy proceedings. The dimension about loans due to the universal can not continue to meet, decided not to perform. The outside guess at this time the universal $ 25 million unsecured claim on this boondoggle.
However, the above sources, so much change in the short term, universal we should have made a plan, Johnson Controls may be in someone else's busy.
After part of the development confirmed the speculation: Prior to Johnson Controls announced a high profile for a total of $ 72.5 million in "debtor holds assets financing (DIP financing), was announced on October 26 to give up the role of the DIP creditors to avoid because Wan a result of the slowdown in bankruptcy proceedings to take legal action.
At this time universal and again back to the front of the stage, Nov. 6, the court formally approved to continue to provide universal in the previous loan based on the $ 50 million DIP financing.
"DIP financing is unique to the U.S. Bankruptcy Code, the purpose is to guarantee the debtor to continue as a going concern in the bankruptcy stage specific loans, with the most preferred creditors qualifications - in addition to the staff and attorneys' fees, DIP creditors is the first to receive reimbursement Jun He Law Firm partner Hao Yong told reporters. He does not represent any party in the case.
This virtually guarantees universal interests. Delivery of $ 75 million, the universal fact has been locked A123 assets, on the one hand can make up the difference in the successful bidders, other important eligibility to participate in the creditors' committee. Even if the bid fails, the universal loan is still priority will be reimbursed.
These sources universal to take a circuitous route, but also coincides with the U.S. presidential election in order to avoid risks, universal go step carefully to avoid falling population real, and as the U.S. company Johnson Controls balanced strength.
"We have proposed to the U.S. Committee on Foreign Investment (CFIUS) review the application." Ni-frequency representation, universal investment in the United States for nearly 20 years, creating thousands of jobs, we always thought of myself as an American company. "
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