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 案例分析：夜长梦多！又是俩场婚礼黄了。 |
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ceo/cfo
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头衔: 海归中将
声望: 院士
性别: 
加入时间: 2004/11/05
文章: 12941
海归分: 491638
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作者：ceo/cfo 在 海归商务 发贴, 来自【海归网】 http://www.haiguinet.com
A few days ago a hearing was conducted for the matter of SLM Corp. v. J.C. Flowers II LP, J.P. Morgan Chase N.A., Bank of America N.A., Mustang Holding Co. and Mustang Merger Sub Inc.
In this lawsuit, Sallie Mae is trying to force the defendants to go through with their $25 billion buyout of the student lender. Meantime, buyout group has countersued, contending that Congressional legislation cutting government subsidies the student lender receives, among other events, constitutes a Material Adverse Event that allows them to walk away from the deal without paying a $900 million breakup fee.
The buy side used "Material Adverse Change" as iits sole reason for the calloff.  We will see how much SLM is able to get for its breakup fee.
无独有偶， General Electric Co.'s deal to buy 7% of a Chinese bank is the latest casualty as China's soaring stock prices undermine the terms of acquisitions involving foreign investors in listed companies.
Shenzhen Development Bank Co., a midsize Chinese lender, said it terminated a 2005 pact to sell the stake to GE for $100 million, or 5.25 yuan (70 U.S. cents) a share. The deal had been held up since its signing because of disagreements among shareholders, including U.S. private-equity firm TPG, over the terms of a government-mandated share overhaul. Since then, the bank's shares have soared, at 41.10 yuan yesterday, up 3.2% from Monday.
Last year, Chinese securities regulators imposed rules that private placements can't be completed at less than 90% of a stock's recent trading price on the open market. ba<x>sed on Monday's close, that would have pushed GE's purchase price up to about 37 yuan a share, or seven times what the two sides agreed on two years ago.
GE and Shenzhen Development Bank will continue cooperating on various projects, including credit cards and risk management, regardless of the outcome of the share sale, Shenzhen Development Bank said earlier.
"GE is very disappointed with the Shenzhen Development Bank board's decision to terminate the share subsc<x>ription agreement," GE said in a statement. It added that it would continue to work with the bank and that GE's introducing it to partners like Wal-Mart Stores Inc. "had a direct positive impact on the bank's improved performance, including the value of its share price." TPG declined to comment.
Other deals in China have floundered amid the long wait for approvals from multiple agencies that foreign investments in China entail. China's securities regulator rejected a 716.6-million-yuan deal by Goldman Sachs Group Inc.'s private-equity fund to buy into Guangdong Midea Electric Appliances Co., after shares of the home-appliance maker more than tripled while the deal waited a year for approvals.
ArcelorMittal is renegotiating a two billion-yuan deal for a stake in Shanghai-listed steelmaker Laiwu Steel Corp. because of pricing. Laiwu Steel rose 4.5% yesterday to 20.93 yuan, up sharply from the 5.89 yuan the European steelmaker agreed to pay in February 2006.
The Shenzhen Development Bank deal was delayed when TPG disagreed with other holders over a plan to make the bank's shares fully tradable, thus diluting the private-equity firm's stake. Later, TPG agreed to a revised plan, and Shenzhen Development Bank's overhaul was completed in June. By then, its shares had already risen substantially.
ZT
结论：不可事事计较；吕端小事必糊涂！Just do it and make hay when the sun shines, so to speak. 
作者：ceo/cfo 在 海归商务 发贴, 来自【海归网】 http://www.haiguinet.com
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 案例分析：夜长梦多！又是俩场婚礼黄了。 -- ceo/cfo - (3530 Byte) 2007-10-25 周四, 18:04 (1524 reads)
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