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M&A 2018 Review

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M&A 2018 Review M&A 2018 Review China Pharmaceutical Sector April 2019 Agenda Foreword 03 Overview 05 Strategic Buyers 09 Financial Buyers 14 Mainland China Outbound Deals 18 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 2 Foreword — Explanation of data presented in this report (1/2) • The data and analysis here presented are for the China Pharmaceutical sector only • The data source of this deck is consistent with that of PwC M&A 2018 Review and 2019 Outlook, which is based on the information compiled by ThomsonReuters, ChinaVenture and PwC analysis, unless stated otherwise • Thomson Reuters and ChinaVenture record announced deals. Some announced deals will not go on to complete • The deal volume figures presented in this report refer to the number of deals announced, regardless of whether or not a value is disclosed for the deal • The deal value figures presented in this report refer only to the deals whereby a value has been disclosed (referred to in this presentation as “disclosed value”) • “Domestic” means China including Hong Kong and Macau • “Outbound” relates to mainland China company acquisitions abroad • “Inbound” relates to overseas company acquisitions of Domestic companies 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 3 Foreword — Explanation of data presented in this report (2/2) • “Private Equity deals” or “PE deals” refer to financial buyer deals with deal value of over US$10mn and/or with undisclosed deal value, invested mainly by private equity GPs, and also including direct investments by financial institutions and conglomerates which are of the nature of private equity type investing • “VC deals” refer to financial buyer deals with deal value of less than US$10mn and/or with undisclosed deal, but invested by venture capital funds • “Strategic buyer” refers to corporate buyers (as opposed to financial buyers) that acquire companies with the objective of integrating the acquisition in their existing business • “Financial buyer” refers to investors that acquire companies with the objective of realising a return on their investment by selling the business at a profit at a future date and mainly, but not entirely, comprise PE and VC funds 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 4 Overview PwC China pharmaceutical M&A was relatively active in 2018, with a 54% increase in deal volume and a 16% increase in deal value at US$19.77 billion; the increase was driven by domestic strategic buyers and financial buyers offsetting a 30% decline in outbound M&A Total deal volume and value of China Pharmaceutical sector, 2018 vs. 2017 2015 2016 2017 2018 18 Vs 17 % Diff Volume Value Volume Value Volume Value Volume Value Vol Value Strategic buyers (US$mil) (US$mil) (US$mil) (US$mil) Domestic 194 23,454 172 11,411 158 6,481 167 9,033 6% 39% Foreign 4 19 8 97 11 178 3 - (73%) n/a Total Strategic buyers 198 23,473 180 11,508 169 6,659 170 9,033 1% 36% Financial buyers Private Equity 37 7,431 53 5,373 39 4,001 86 5,963 121% 49% VC 47 85 38 194 39 87 129 293 231% 238% Total Financial buyers 84 7,516 91 5,567 78 4,088 215 6,256 176% 53% China mainland Outbound SOE - - - - 2 576 3 193 50% (66%) POE 7 117 25 2,668 24 3,877 15 1,047 (38%) (73%) Financial buyers 1 - 5 564 7 1,909 31 3,222 343% 69% Total China mainland Outbound 8 117 30 3,231 33 6,362 49 4,462 48% (30%) HK Outbound 1 53 3 276 3 6 3 18 0% 175% Total 291 31,159 304 20,582 283 17,115 437 19,769 54% 16% * US$ 67.83bn of Yunnan Baiyao’s restructuring plan announced in November 2018 was excluded from domestic strategic buyer deals. Source: ThomsonReuters, ChinaVenture and PwC analysis 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 6 Overall deal volume hit record high of 437, with significant increase in PE/VC transactions at record high of 246 Deal volume by main category (2015-2018) 500 450 21 400 Up 54% 350 8 300 28 246 29 250 85 96 85 200 4 8 3 150 11 100 194 172 158 167 50 0 2015 2016 2017 2018 Domestic Strategic Buyer Foreign Strategic Buyer Financial Buyer Outbound * 31 PE-led China mainland outbound deals are also recorded in financial buyer deals Source: ThomsonReuters, ChinaVenture and PwC analysis 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 7 Deal values increased by 16% year-on-year due to significant increase of domestic strategic M&A and PEVC investment, but China outbound M&A dropped off the 2017 peak to the lowest in the past three years. Deal value by main category (2015-2018) 35,000 170 30,000 7,516 25,000 19 Up 16% 1,258 20,000 2,943 15,000 4,459 6,131 9,478 23,454 97 10,000 5,997 - 11,411 178 5,000 9,033 6,481 0 2015 2016 2017 2018 Domestic Strategic Buyer Foreign Strategic Buyer Financial Buyer Outbound * US$3.22bn (US$ 1.91bn in 2017) of private equity fund backed China mainland outbound deals are also recorded in financial buyer deals Source: ThomsonReuters, ChinaVenture and PwC analysis 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 8 Strategic Buyers PwC Domestic strategic M&A increased by 1% and 36% in deal volume and deal value, respectively, with 22 mega-deals valued at more than US$100 million (compared to 12 in 2017); On the other hand, foreign inbound strategic M&A remained inactive Strategic buyer deals volume and value (2015-2018) Volume US$mil 250 25,000 4 200 20,000 8 11 3 150 15,000 100 194 10,000 172 158 167 50 5,000 0 0 2015 2016 2017 2018 Deal volume — Domestic Deal volume — Inbound Deal value — Domestic Deal value — Inbound Source: ThomsonReuters, ChinaVenture and PwC analysis 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 10 The growth of the deal values of strategic buyers mainly came from the pharmaceutical sector; volume and value of deals in the biotechnology sector both fell in 2018 Strategic buyer deal by subsector (2015-2018) Volume US$mil 250 20,000 18,000 200 16,000 14,000 65 42 150 39 12,000 70 10,000 100 8,000 6,000 133 138 131 50 99 4,000 2,000 0 0 2015 2016 2017 2018 Deal volume — Pharmaceutical Deal volume — Biotechnology Deal value — Pharmaceutical Deal value — Biotechnology Source: ThomsonReuters, ChinaVenture and PwC analysis 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 11 2018 top deals of strategic buyers (1/2) — above US$200 million Date Deal val Acquirer Target Target industry Brief introduction announced (US$ mil) 1 05/01/2018 1,308 Sino Biopharmaceutical Ltd Sino Biopharm Pharmaceuticals Sino Biopharmaceutical Ltd (Sino Biopharm) of China acquired the remaining (Beijing) Ltd 51% interest, which it did not already own, in Sino Biopharmaceutical (Beijing) Ltd, manufacturer of pharmaceutical preparation, from France Investment (China) Group Ltd, in exchange for 723.284 mil Sino Biopharm's new ordinary shares valued at CNY 8.494 bil (USD 1.308 bil), in a stock swap transaction. The shares were valued based on Sino Biopharm's closing stock price of CNY 11.743 (USD 1.809) on 4 Jan 2018, the last full trading day prior to the announcement. 2 10/07/2018 1,203 Beijing New Oriental Star Jiangsu Aosaikang Pharmaceuticals Beijing New Oriental Star Petrochemical Engineering Co Ltd (BNEC) acquired Pharmaceutical Co the entire share capital of Jiangsu Aosaikang Pharmaceutical Co Ltd, a Nanjing- Ltd based manufacturer and wholesaler of pharmaceutical preparation for a total CNY 7.952 bil (USD 1.203 bil), in a stock swap reverse takeover transaction. 3 02/06/2018 667 China Resources Jiangzhong Pharm Pharmaceuticals China Resources Pharmaceutical Holdings Co Ltd, a unit of China Resources Pharmaceutical Holdings Co Co Ltd Pharmaceutical Group Ltd, ultimately owned by the Chinese state-owned China Ltd Resources National Co Ltd, intended to launch a tender offer for a 56.973% interest or 170.918 mil ordinary shares in Jiangzhong Pharmaceutical Co Ltd, a Nanchang-based manufacturer and wholesaler of pharmaceutical preparation, for CNY 25.03 (USD 3.9) per share, or a total CNY 4.278 bil (USD 666.577 mil). 4 28/12/2018 437 Nanning Baling Tech Co Ltd Cellonis Pharmaceuticals Nanning Baling Technology Co Ltd planned to acquire the entire share capital of Biotechnologies Co Cellonis Biotechnologies Co Ltd, a Beijing-based manufacturer of biological Ltd products, for a total CNY 3 bil (USD 437.007 mil) in cash. 5 19/03/2018 341 Ping An Life Insurance China Traditional Pharmaceuticals Ping An Life Insurance Co of China Ltd of China, a unit of Ping An Insurance Chinese (Group) Co of China Ltd, acquired a 12% stake or 604.296 mil new ordinary shares in China Traditional Chinese Medicine Holdings Co Ltd, a Hong Kong- based manufacturer of pharmaceutical preparation, for HKD 4.43 (USD 0.565) in cash per share, or a total HKD 2.677 bil (USD 341.327 mil), in a privately negotiated transaction. Source: ThomsonReuters, ChinaVenture and PwC analysis 2018 M&A Review — China Pharmaceutical Sector April 2019 PwC 12 2018 top deals of strategic buyers (2/2) — above US$200 million Date Deal val Acquirer Target Target industry Brief introduction announced (US$ mil) 6 21/05/2018 280 Shanghai Pharmaceuticals Guangdong Pharmaceuticals Shanghai Pharmaceuticals (HK) Investment Ltd, a wholly-owned overseas subsidiary of (HK) Investment Ltd/Sunrise Techpool Bio- Shanghai Pharma Group, intends to acquire a 100% stake in Takeda Chromo Beteiligungs Bright Investment Limited Pharma AG, a wholly-owned subsidiary of Takeda Pharma AG for USD144 mil (about CNY915 mil), thus indirectly holding a 26.34% interest in Guangdong Techpool Bio-pharma Co Ltd.
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