JUNEASIAN 2014, ISSUE 15 CONSUMER & LUXURY NEWSLETTER

A quarterly newsletter of developments in the consumer & luxury products sector in Asia

investment banking firm which advises on CONTENTS cross-border transactions in Asia, FASHION & LUXURY 1 especially acquisitions, divestments, FOOD & BEVERAGE 2 joint ventures and capital raising. FOOD SERVICE 3 We have offices throughout Asia, the PERSONAL CARE 3 Middle East, Europe, and the US. If you RETAIL 4 you, or you would like to speak to a member of our Consumer & Luxury Goods Practice team, please contact us at one of our offices or email me at [email protected].

Justine Mannering, Managing Director [email protected]

Fashion & Luxury

China Haidian Holdings, a Hong Kong- based manufacturer and distributor of Asian Consumer Companies Stock Indices for Selected Sectors watches, timepieces, and enameled (12 months ending 28May14) copper wires, acquired The Dreyfuss Group, a UK-based watch designer and manufacturer, for £27m (US$45m). Dreyfuss carries 3 brands, Rotary and Dreyfuss & Co for watches, and Joseph & Thomas for optician-related services. April 11, 2014

Four private investors have agreed to acquire 31% of Taiya Shoes from its controlling shareholders, for RMB272m (US$44m). One of the private investors will hold over 19% of Taiya Shoes after this transaction and will become the largest shareholder. Taiya Shoes is a Chinese provider of sports shoe soles for Source: Capital IQ, BDA brands including Anta, Xtep and 361

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shareholding of 29% in United Spirits to 55%. April 15, 2014

Lighthouse Funds, an Indian PE firm, has acquired 13% of Bikaji Foods International, an Indian snack foods maker, for US$20m. Bikaji Foods International reported revenues of INR3.3bn (US$56m) in 2013. Bikaji will use the proceeds from the transaction to set up new plants and expand its distribution network. April 12, 2014

Lotte Chilsung Beverage, a Korean manufacturer and seller of non-alcoholic beverages, has agreed to acquire 56% of Login Beverage, a Korean manufacturer of bottled mineral water, for US$30m. Login Beverage produces bottled Source: Capital IQ, BDA mineral water under the DMZ brand in Korea. April 24, 2014 3 Degrees. Taiya shoes reported revenues products, from Apax Partners, a UK- of US$56m and EBITDA of US$3m in based PE firm, for US$2,4bn. Tnuva Food Mizkan Group CorporationJUNE 2013,, aISSUE Japanese 11 2013. March 22, 2014 Industries is the largest dairy products manufacturer and provider of food manufacturer in Israel, and its sales products, has agreed to acquire the Guangdong Chj Industry, a Chinese account for 70% of the country's dairy North American Pasta Sauce Business of jewelry retailer, agreed to acquire an market as well as sales of meat, eggs Conopco, a US personal, home care and additional 50% stake in Fion, a Hong and packaged food. Tnuva operates food products company which is part of Kong-based handbags maker and seller, under 16 brands including Yoplait, Unilever, for US$2bn. The target from Hunters Worldwide Group for Sunforst and Mama Of. It reported business owns the Ragu and Bertolli US$29m in March 2014. Guangdong Chj revenues of US$2bn in 2013. Tnuva has brands, which collectively are the largest Industry also acquired another 13% also filed a prospectus with the Israeli branded pasta sauce producer and stake in Fion from Hong Kong-based authorities should the acquisition not distributor in the US. Ragu is the number investment firm Zeppelin Tech Capital close. May 22, 2014 one brand across all key consumer for US$29m in May 2014. The Fion brand metrics in the US, while Bertolli has the is focused on young female executives. Diageo, a UK-based beverage producer second largest market share in the Guangdong Chj will wholly own Fion after and distributor, made a tender offer to premium category. The target business these transactions. May 22, 2014 acquire an additional 26% of United reported revenues of US$600m in 2013. Spirits, an Indian manufacturer and May 22, 2014 provider of alcoholic beverages, for INR110bn (US$1,863m). United Spirits Sichuan Luzhou Minghao Wine, has agreed to acquire 51% of Luzhou Kaile Food & Beverage carries a portfolio of more than 140 brands, including McDowell's No.1, Minghao Wine from Hubei Huang Shan Royal Challenge, Signature Antiquity and Tou Wine for RMB80m (US$13m). All Bright Food Group, a Chinese Black Dog, and reported revenues of three companies are Chinese wine , has agreed to acquire US$1.8bn in 2013. If fully tendered, producers and distributors. Luzhou Kaile 56% of Tnuva Food Industries, an Diageo will increase its current Minghao carries brands such as Israeli provider of dairy and frozen food

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Huangzhang Tianxia, Shihai Dongtian and 72 Tou. Luzhou Kaile Minghao will become wholly owned by Sichuan Luzhou Minghao Wine after this transaction. March 15, 2014

Food Service

CVC Partners, a UK-based PE firm, has acquired a majority stake in Da Niang Dumpling Holdings, a Chinese cuisine quick-service restaurant operator in

China, for an undisclosed amount. Mr. Source: Capital IQ, BDA Wu Guoqiang, the founder, will remain as a shareholder after this transaction . Da Niang Dumpling Holdings operates under the brand Daniang Dumpling and bars, grills and teppanyaki under brands has over 440 sites in 19 provinces across including Ukai Toriyama, Ukai Chikutei, subsidiary of Korean company LG China. It reported revenues of Tofuya Ukai Owada, Tofuya Ukai Household & Healthcare Company, RMB1,522m (US$248m) in 2013. Saginuma, Tokyo Shiba Tofuya Ukai. has acquired R&Y Corporation, a March 17, 2014 March 14, 2014 Japanese provider of cosmetics and health supplements, for ¥4.6bn LCapital Asia, the Asian PE arm of (US$45m). R&Y reported EBITDA of ¥1bn CVC Partners, the UK-based PE firm, has French luxury goods company LVMH (US$10m) in 2012. February 27, 2014 acquired South Beauty, a Chinese Moet Hennessy Louis Vuitton, has operator of fine dining restaurants, for acquired a majority stake in Singaporean LCapital Asia, has acquired 20% of Dr. an undisclosed amount. CVC will casual dining chain operator Crystal Wu Skincare, a Taiwanese company become the controlling shareholder of Jade Culinary Concepts Holding, for an engaged in R&D, manufacturing and South Beauty. Ms Zhang Lan, the undisclosed consideration. Crystal Jade marketing of skin health and beauty care founder, will remain as part of serves mainly traditional Shanghainese products, for NT$750m (US$25m). Dr. management. South Beauty operates cuisine, through over 100 sites in 18 Wu Skincare operates under the brand under the South Beauty, Lan Club and cities in 9 countries. The company name Dr. Wu and distributes its products Subu brands, with over 50 sites across reported revenues of S$250m worldwide via drugstores and other retail China. April 29, 2014 (US$200m) in 2013. March 30, 2014 chains and online. The transaction will help Dr. Wu expand in China. March 1, 2014 Keio Corporation, a Japanese national railway operator, and Kikkoman KOSÉ Corporation, a Japanese Corporation, a Japanese food provider, Personal care cosmetics provider, acquired 94% of have agreed to jointly acquire 11% of Tarte, a US-based provider of naturally-

Ukai, a Japanese restaurant chain derived cosmetics and skin care Ginza Stefany Cosmetics, a Japanese operator, for ¥1.3bn (US$12 products, from Encore Consumer, a US manufacturer and distributor of restaurant portfolio includes various PE firm, for US$135m. cosmetics and perfumes and a Japanese cuisine concepts such as sushi are sold under the brand name Tarte

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Temasek Holdings, the sovereign through third-party distribution wealth fund of the Government of channels such as Sephora, ULTA and Singapore, has agreed to acquire 25% of , in addition to its own A.S. Watson, a Hong Kong-based retail website. It reported US$52m in store operator, from Hutchison revenues. March 17, 2014 Whampoa, a Hong Kong-based

conglomerate owned by Li Ka Shing, for Tano Capital, a US private equity firm, HK$44bn (US$5,666m). A.S. Watson acquired a minority stake in Sanghvi operates over 10,500 retail stores Brands, the India-based company that worldwide, ranging from supermarkets, operates wellness brands including spa, health & beauty stores, perfume and gym and salons, for an undisclosed cosmetics stores, electronics retailers, consideration. Sanghvi has the and wine shops, under brands like exclusive right to develop Spa , FORTRESS, ParknShop, , Holyfield Gyms and Warren Superdrug, Rossmann and ICI Paris. Tricomi Salons outlets in India. It will retain a 75% currently has 20 Spa / Gym / Salon stake in A.S. Watson and is rumored to projects underway across 11 cities in prepare an IPO for the subsidiary. A.S. India. Under the terms of the agreement, Watson reported net profit before Tano Capital will acquire 20% to 30% of taxation of HK$8.8bn (US$1,1bn) in Sanghvi Brands for US$10m. March 10, 2014 2013. April 16, 2014

Retail

Flipkart, an Indian online retailer, acquired 100% of Myntra, an online fashion retailer for US$300m. Flipkart is the largest online retailer in India, while Myntra is the largest e-commerce store for fashion and lifestyle products in India. Myntra reported revenues of US$68m in FY2013 and aims to double the revenues in FY2014. May 23, 2014

Hopscotch, an Indian baby product- focused flash sales site, acquired SkoolShop, an Indian online school & educational supplies store, for an undisclosed amount. After the offers will be integrated into May 8, 2014

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Selected Asia Consumer & Luxury Related Transactions with Multiples (3 months ending 25May14)

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Business Development Asia is an NEW YORK LONDON Euan Rellie, [email protected] Andrew Huntley, [email protected] investment banking firm that advises Business Development Asia LLC Business Development Asia Ltd on cross-border mergers and 1270 Avenue of the Americas, Suite 2310 33 Cavendish Square acquisitions, distressed situations, New York, NY 10020, USA London W1G 0PW, capital raisings and restructurings. T (1) 212-265-5300 T (44) 20-7182-4518 F (1) 212-265-4300 F (44) 20-7182-4100 Our focus is on transactions with an Asian angle or story, including the SHANGHAI HONG KONG Middle East, with enterprise values Jeffrey Wang, [email protected] Paul DiGiacomo, [email protected] Business Development Asia Co Ltd Business Development Asia (HK) Ltd of up to US$1bn. BDA has 10 offices The Center, #1602, 989 Changle Road Suite 905, ICBC Tower and over 85 professional staff Shanghai, 200031, China 3 Garden Road, Hong Kong throughout Asia, the U.S. and T (86) 21-5407-5580 T (852) 2537-9565

Europe. For further information on F (86) 21-5407-5680 F (852) 2537-4406

BEIJING articles in this newsletter, please TOKYO Charles Maynard, [email protected] Jeff Acton, [email protected] contact the offices listed. Business Development Asia (HK) Ltd Business Development Asia K.K. Beijing Branch Office 17F Atago Green Hills Mori Tower Unit 1108, Level 11, China World Office 1 2-5-1 Atago, Minato-ku Justine Mannering 1 Jianguomenwai Avenue Tokyo, 105-6021, Japan Chaoyang District T (81) 3-3433-5800 Managing Director Beijing, 100020, China F (81) 5404-8181 [email protected] T (86) 10-5737-9029

SEOUL BAHRAIN Heejun Yang, [email protected] Ahmed Al Balooshi, [email protected] www.bdallc.com Business Development Asia Business Development Asia [email protected] 21 Floor, S-Tower Meral Building #2572, Road #2833 116 Sinmunno 1-Ga, Jongno-Gu 4th Floor, Office #42, Block #428 Seoul, 110-061, Korea PO Box 30295, Seef District T (82) 2767-2730 Kingdom of Bahrain F (82) 2757-2702 T (973) 1758-1336

MUMBAI HO CHI MINH CITY Sumit Ganguly, [email protected] Business Development Asia (HK) Ltd Business Development Asia (HK) Ltd HCMC Rep Office India Branch Office #1337 Kumho Plaza 302 Vibgyor Towers, C-62, G Block, District 1, Ho Chi Minh City Bandra Kurla Complex, Bandra (East), Vietnam Mumbai 400051, India Tel (84) 8-62-888-755 Tel (91) 22-6140-3800 Fax (91) 22-6140-3820