Flat deep love: The dust has not settled

This reporter Wangxiaofan Huang Tijian from Shenzhen in the next 18 months, there are too many variables exist: management attitude, the relevant legislative process of bank and insurance cooperation, a-share and H-shares market changes, deep development and the decision of China Peace shareholders Meeting,　　Even the changes in the financial situation on Wall Street will have an impact on the deal by affecting the cash demand of TPG's parent company ...　　The announcement of China's peace and deep development on June 12 is not announcing a result, but announcing the beginning of a long journey.　　It seems that everything has settled down, but it is still very confusing. June 14 afternoon, in the deep Development (000001.SZ) and China Ping ' an (02318.hk,601318.sh) held a press conference, for any of the deep development and the future of China's peace plan, the deep development of the Chairman Frank Newman many times with "this question should ask peace", "This question should ask the new bridge" to "answer" the reporter's question.　　Ping An executive director, general Manager Cheung and Chief financial business executive Richard Jackson have repeatedly replied that it is too early to consider these issues. The key to letting the regulators release the doubt is that, as Frank Newman, chairman and chief executive of the Deep development, said at a news conference: "The deep development of stocks will not be sold to peace, depending on the approval of the two-week deep development shareholder meeting." Whether the new bridge holds a deep development stock can be sold to peace will depend on the approval of the Ping an shareholders ' meeting in August this year. ...... All of these deals need to be approved by regulators. "The approval of the regulatory layer is the biggest suspense," he said. "　　It is "premature" to consider and arrange for many issues before the "pass" of the regulatory layer is obtained.　　In a two-company bulletin, Ping-an has repeatedly stressed that it will hold a deep development stake of not more than 30% per cent to avoid touching the "red Line" of a comprehensive offer, which forces China's peaceful and deep development to adopt a floating interval value for at least 370 million shares but no more than 585 million shares. "All I know is that their plan now is to hold a stake of not more than 30%." Frank Newman says that if the cap is subscribed to 585 million shares, then Ping An's stake in the deep development will reach 33.89%. "If the SFC allows it, they will be willing to make an investment cap of more than 10 billion yuan." Newman said Ping An is currently communicating with the SFC on this issue.　　Cheung, general manager of Ping An, said he was awaiting approval from the CSRC, but "there is no information at this time".　　In fact, whether an "exemption" represents the management's attitude towards the deal, and the current reality is that regulators are extremely cautious. Zhou Yanli, vice chairman of China Insurance Regulatory Commission, was asked about the supervision of the deep development of Ping An acquisition when he was in public during the suspension period: first, peace must be well grasped fromThe Foundation and condition of the comprehensive management, to do the system design of the regulatory framework, to do a good job of risk control and management. In addition, the People's Bank of China Institute of Finance researcher Zouping said that the big shareholder of Ping An is a foreign bank (as of December 31, 2008, HSBC Insurance and HSBC jointly hold 16.78% of Ping An H shares), which will involve the issue of overseas acquisitions, this is a matter for regulators to be sure to consider. "Ping An acquisition deep development compared to the acquisition of Shenzhen Commercial Bank is a bit more complicated, may face more stringent regulatory requirements."　　"Lu Lei, director of the China Financial Research Center at Guangdong Business School, also believes there is a possibility that the deal involves overseas acquisitions, which could cause prudential scrutiny by regulators." Ping An bank inject deep development a very interesting detail is: Although Newman is reluctant to respond to the integration of the two sides, but the media has repeatedly asked, Newman is embarrassed: "I still have difficulty to answer this question." In the report submitted to the regulator, it is possible to merge some outlets. Newman finally said with regret: "This is only a possibility, not the only possibility."　　"A bank analyst told reporters that deep development is a national banking licence, so the possibility of continuing to keep deep development is very high, which means that ping ' an Bank of China Ping ' an assets will be injected into the deep development, so that the safe holding of deep development of the stake is inevitably more than 30%." "If we consider integration, then peace in the equity ratio will be taken into consideration."　　"Lu Lei analysis, but specific will take the transfer or reduction of which way is not known."　　But either way, the takeover will be a landmark event in the mixed operation of Chinese financial institutions. Zouping Block pointed out that Ping an from the acquisition of unlisted commercial banks to the current acquisition of the deep development of the market can be said to be a step in the mixed business. The case of the deep development of Ping An acquisition will undoubtedly bring integration to financial markets. At present, under the background of signing the memorandum of cooperation between the CIRC and the CBRC, the policy formulation will be promoted. "But it must be warned that mixed business is prudent." Financial holding such a business model, in fact, put forward higher requirements for regulation.　　"said Zou. The mixed model has developed in foreign countries, but it is still developing in China. It is worth mentioning that Citigroup, the global wave of mergers and acquisitions of banking and insurance cooperation. Through the combination of the two, to provide customers with a one-stop financial services under the mixed model, so as to achieve the business synergy effect of cross sales.　　Coincidentally, Richard, the chief banking executive at Ping An, has had years of experience working at Citibank, which is similar to the "one-stop" financial services strategy now proposed by Ping an.　　And whether Richard can play a synergistic role in the merger of peace and deep development, and put forward better suggestions and proposals, the market will be expected. The difficulty of the new bridge exit method under the share purchase agreement, the new bridge to China Ping An transfer of the deep development of the stake, can obtain 114.4.9 billion yuan of cash on the price, or is China Ping An new issue of 299 million shares (based on 1 shares of China Ping An H-shares for 1.74 shares of the deep development of the share exchange rate, China Ping An for the first 30 trading days of the average trading price of H shares, the deep development of the shares per share of the RMB 26 yuan calculation).　　On December 31, 2010, if the new bridge does not make a choice, the default bridge chooses the cash-for-price approach. Analysts say the deal is, in fact, a "cash-for-equity swap" for the new bridge. As a result of the cash guarantee, the new bridge investment and China Ping An swap scheme, the equivalent of the new bridge investment guaranteed income of 11.449 billion yuan, the downward risk of locking; and once traded, the new bridge will hold China Ping ' an 4.21%h shares, according to the current exchange rate, As long as China's Ping An H shares are priced at more than HK $43.51, the new bridge will have higher returns.　　The closing price of Ping An H-shares before the suspension was HK $59.05, which is much more than HK $43.51, a favorable condition for China's peace hope that the new bridge will take the form of a swap.　　But the new bridge has always stressed the right to control investment companies and is now in urgent need of cash. Cheung says the new bridge does have a problem with investors ' dividends due to the Fund's investments, and that the new bridge parent, TPG, lost $1.35 billion in the 5 months after buying Washington Mutual in 2008, with cash-flow problems. It can be expected that the new bridge will be sold in the short term, even if it is chosen for the 299 million shares in Ping An's newly released China.　　Given that a concentrated sell-off in the bulk of the stock would often result in a steep fall in share prices, the new bridge would rather have less troublesome cash to pay than the Ping an H-share price. Deep development management has not changed several deep development staff when asked whether they have been learning to sing the Ping an corporate song "Ping An", the reporter received the answer is a laugh.　　Unlike rumors, the deep development staff do not seem to worry about the owners of major shareholders, perhaps in their hearts, the new bridge has been prepared to quit early. In front of reporters, Frank Newman to avoid "taking over", to keep the deep development of the Chairman's position, does not represent the new bridge or peace to make any comments. But in the end, he couldn't help speaking for peace on the deep development of team stability and business strategy, "the peace leaders told me in private that they were very respectful of the development of the existing management and staff, including the head office and the branches." Their directors will also attach great importance to maintaining the stability of deep development after their participation in the deep development of the business. "It is clear that two companies have negotiated and reached a consensus on the future of the deep development," he said. Cheung said "There will be no change in the depth of development at this time", and Newman said that "under the existing regulations, peace and deep development must be run by two separate companies".　　But comparing them, the former is more like a promise, and the latter is a requirement. However, at the present sensitive moment, both sides have made it clear that "one move is not as good as one" and strive for a smooth transition。　　At a news conference on 14th, Deep development and Peace said that two companies would still be operating separately.　　Cheung said that Ping an acquisition of the deep development is to "improve the comprehensive financial services platform to further optimize the asset structure", "peace will be through the shareholder and board level participation in the deep development operation." Newman is wary of answering any questions about future changes.　　In introducing the changes that will take place in the future of the board, he points out that, after completing the process, the members of the board will expand from 15 to 18, including 5 peaceful directors and an independent director, who is recommended by Ping an. By the end of 2010, the trajectory of the deep development might have been hidden in Newman's seemingly inconsequential remark-"Of course we cannot rule out the possibility of some change, and every organization will change over time." But now there is no special timetable for making some kind of change. ”