[2008.07.12] 中国对外投资:遭遇中国恐惧症

Chinese outbound investment
中国对外投资

Dealing with sinophobia
遭遇中国恐惧症

Jul 10th 2008 | HONG KONG
From The Economist print edition

An oil deal highlights foreigners’ wariness towards Chinese companies
一个石油交易突显了外国对中国公司的警惕

AFTER 11 months of often painful negotiations, China Oilfield Services, a subsidiary of China National Offshore Oil Corp (CNOOC), finally announced on July 7th that it had agreed to buy Awilco, a publicly listed Norwegian oil-services company, for $2.5 billion. The importance of the deal lies not in the underlying business logic (both companies own oil rigs), the possible synergies (Awilco has deep-water experience China lacks, whereas China Oilfield Services has access to cheap funds) or even the price, which is modest in the grand scheme of things. It lies, instead, in the fact that the deal got done at all.
经过11个月的艰苦谈判,中海油田服务有限公司(中国海洋石油总公司的子公司)终于在7月7号宣布,同意以25亿美元的价格收购Awilco(挪威的一家上市石油公司)。这个交易意义重大,不是因为从商业角度来看(两家公司均有钻油架),公司合并后能形成合力(Awilco拥有中方缺少的深水经验,而中海油田服务有限公司可获得成本低廉的资金),也不是因为价格适度,而是因为这个交易做成了。

Chinese firms are in an odd situation. Their increasing wealth means they can afford to make acquisitions. But they are increasingly regarded as unpalatable buyers. Since 2005, when CNOOC was blocked by the American government from acquiring Unocal, an American oil firm, many of China’s state-owned giants have been wary of bidding for Western firms. Instead, they have preferred to do deals in places like Africa, where asset sellers and the government work together (and often overlap), and high prices overcome objections, at least in the short term.
中国公司的处境很微妙。他们资金日趋雄厚,有能力进行收购,但却是不受欢迎的买家。2005年,美国政府阻挠中国海洋石油总公司收购美国的加州联合石油公司。此后,中国的国有大公司在收购西方公司时就非常谨慎。相反,他们更愿意在非洲进行交易,非洲的卖方及政府(职权常常交叉)行事一致,只要价钱够高就能办成,至少在短期来看是这样。

To deflect concern, Chinese government and business officials (who also often overlap) have also sought to team up with Western partners when bidding for foreign companies; a mirror image, in short, of the way deals are done in China. But the demise in March of Huawei’s effort to acquire 3Com, an American technology firm, in the company of Bain Capital, a private-equity group, because of American concerns about technology transfer has discredited this strategy and reduced the perceived value of Western partners. Many similarly structured deals are in the works, but others have been dropped.
为了避免疑虑,中国政府和商界官员(职权也是常常交叉)也寻求与西方的合作伙伴进行合作来收购外国公司;这与在中国进行收购的方式一样。华为三月份收购 3Com(美国的一家技术公司,是私募机构贝恩资本集团的旗下公司)由于美方对技术转让的担心而以失败告终。这样看来,与西方合伙伴联手进行收购的策略也不是总能奏效,这降低了西方合作伙伴的价值。还有许多类似的结构性交易正在进行,但是有些已经放弃了。

Yet another approach has been to make minority investments, in finance in particular. ICBC, a giant state-owned bank, bought 20% of South Africa’s Standard Bank last year; Ping An Insurance has bought 4% of Fortis, and half its asset-management business. Various Chinese state investment funds have bought chunks of Blackstone, Morgan Stanley and Barclays. But these non-controlling stakes are messy, with little strategic value-and, when financial markets are falling, unprofitable.
还有一个办法进行少数股权投资,这在金融领域尤为突出。中国工商银行是一家大型国有银行,去年收购了南非标准银行20%的股权;平安保险收购了Fortis 4%的股权及其半数的资产管理业务。中国的国家投资基金已收购了黑石集团、摩根士丹利和巴克莱银行的股权。但是,这些非控股股权比较散乱,战略价值微乎其微。而且,当金融市场下挫时,常常不能获利。

Reservations about Chinese investment are particularly acute in Australia, which is packed with the raw materials Chinese industry craves. Sinosteel, a state-owned trading company based in Beijing, won permission in April to acquire Midwest, an Australian iron-ore company, but it may be a one-off; later applications have stalled. An estimated $40 billion of potential Chinese purchases are floating in and out of Australia’s Foreign Investment Review Board, waiting for approval.
对中国投资持谨慎态度的情况在澳大利亚最为明显。澳大利亚富0有中国企业急需的原材料。中钢集团是一家国有贸易公司,总部位于北京。这家公司在4月份获准收购 Midwest公司(一家澳大利亚的铁矿石公司)。不过,这个交易可能是仅此一例,后续的申请已被叫停。澳大利亚外国投资审议局审议了约400亿美元的中方收购申请,这些申请在等待批准。

The reviews are supposed to be transparent: applicants submit requests and get a decision within 30 days. In fact, it is less clear-cut than that. The applications are private and the decisions are public. If a buyer gets wind of a rejection, it can withdraw its request and resubmit it again and again with no disclosure. Insiders reckon that dozens of applications are caught in this loop, and that informal diplomatic signals have been sent to discourage any more-at least for the time being.
审议过程应该是透明的:申请人提交申请,在30天内收到答复。实际上却没有这么一目了然。申请是私下进行的,而答复是公开的。如果买家得到可能被拒的风声,它可以撤回申请,之后再一而再地重新提交。知情者估计有许多申请正在这个循环之中。此外,非正式的外交讯息也表明不鼓励更多的申请,至少目前不鼓励。

If one company epitomises the concern of Australian regulators, it is CNOOC itself. Its core business of domestic oil exploration is closed to foreign competition, and it is part of a government-controlled domestic oligopoly that may violate Western countries’ antitrust rules. Australia is also worried about CNOOC’s vertical integration, fearing that it might place an artificially low value on the resources it extracts from Australia and thus deprive the government of tax revenues.
如果要用一家公司彰显澳大利亚监管当局的担心,那就是中国海洋石油总公司。这家公司的核心业务是国内石油勘采,这个业务是排斥外国竞争的。这家公司还是政府控制的国内石油寡头的一部分,而这是违反西方国家的反托拉斯规定的。澳大利亚还担心中国海洋石油总公司的垂直统一管理,担心这将人为地降低从澳大利亚采集的资源的价格,从而影响政府的税收。

No doubt aware of these concerns, CNOOC and its subsidiary chose the Norwegian deal carefully. Much time and effort was spent shepherding it past China’s regulators, and then ensuring it would not trigger howls in Oslo, where Awilco is listed, says Amy Lo, a lawyer at Clifford Chance who was part of the negotiations. It helped that Awilco was not a household name, so there were few headlines. Norway has not had any recent spats with China, and has plenty of oil of its own in the North Sea, so it was unlikely to kick up much of a fuss. But finding similar candidates will not be easy.
清楚地意识到这些担心,中国海洋石油总公司及其子公司慎重地选择这个挪威交易。花费了大量的时间与精力让交易得以获得中国监管当局的同意,并确保不会在奥斯陆(Awilco在奥斯陆上市)引起轩然大波,谈判人员之一Clifford Chance的律师Amy Lo这样说。好在Awilco这个名字并不是家喻户晓,因此头版头条的报导很少。挪威最近也没有同中国有磨擦,在北海有丰富的石油,因此不太想大惊小怪。但是寻找类似的交易对象可能不会太容易。

Brian Gu, head of the Greater China merger-advisory unit of JPMorgan, an investment bank, and an adviser to China Oilfield Services on the recent deal, says he has never been busier. In recent months he helped arrange acquisitions for WuXi PharmaTech and Mindray, both medical companies. It was surely no coincidence, however, that the targets were tiny and in highly competitive industries-so the deals failed to trouble regulators or xenophobes. For the time being, those may be the only sorts of deals that Chinese firms can do.
Brian Gu是摩根大通公司(一家投资银行)大中华区并购咨询部主任,中海油田服务有限公司交易的顾问,他说他现在非常忙。最近几个月,他帮助两家医药公司:无锡药明康德公司和迈瑞公司进行海外收购。所不同的是,由于所收购的公司很小,又是竞争激励的行业,因此这些交易没有引起监管机构或仇外人士的不安。目前,中国公司可能只能做此类交易。

译者:王乙任  http://www.ecocn.org/forum/viewthread.php?tid=12576&extra=page%3D1

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