prepared by group h: adam zhou; antony yu charlie zhao, gavin liu, julia tien, johnson zhou legend...
TRANSCRIPT
Prepared by Group H:
Adam Zhou; Antony Yu
Charlie Zhao, Gavin Liu, Julia Tien, Johnson Zhou
Legend Changed the Legend Changed the WorldWorld
Sources: iResearch, JP Morgan, Goldman report and companies data
Contents
Industry Overview and Competition Analysis
Acquisition
The Puzzles in Acquisition
What is Next
The Impacts on China Internet Industry
Sources: iResearch, JP Morgan, Goldman report and companies data
30. 523%
52. 440%
6. 45%
42. 832%
Leased Li nes Di al - up I SDN Broad Band
Users: Types of Accessing MethodsUsers: Types of Accessing Methods
(Million)(Million)
China Internet Industry Overview
Internet Market in China Internet Market in China (By Dec.31,2004)(By Dec.31,2004)
ItemNumber (Million)
Annual Growth Rate
Internet User 94.00 34.70%
Computer Host 41.60 18.20%
Domain Name 4.32 27.10%
www. Website 6.69 12.30%
Source: CNNIC
Main players: Sina, Sohu, Netease, Tom, Yahoo CN, Tencent QQ, 21CN, china.com
Sources: iResearch, JP Morgan, Goldman report and companies data
Shanda Interactive Entertainment Limited
Sales Revenue & Net Income
633.41
139.288
272.85344.523
4.8
1367.19
3.23
603.043
0
200
400
600
800
1000
1200
1400
2001 2002 2003 2004 Year
Mill
ion
s R
MB
Total revenues
Net income
Establishment: Nov. 1999
The largest operator of online games
in China: LEGEND
Stock Exchange: NASDAQIPO Date: May 13,2004Ticker Symbol: SNDA
Total (June 2,2004): 15,360,121 ADSs
Sources: iResearch, JP Morgan, Goldman report and companies data
Shanda’s Competition Analysis
Shanda 2004 Revenue Structure
76.79%
16.56%
6.65%
MMORPGs Casual Other revenues
Main business: online gaming
Annual revenue: 1,276 million
(40% of total sale amount in this field)
Main competitors: Netease
the 9
Kingsoft
Wemade
Sources: iResearch, JP Morgan, Goldman report and companies data
The Revenue Structure of NTES
Online Adv. GamingOthers
Percentage
The Revenue Structure of NTESThe Revenue Structure of NTES
Online Adv. GamingOthers
Percentage
Netease
Milestones:
Jun. 1997 Establishment
Chinese Searching Engine
Jun.2000 IPO (NASDAQ)
3.184 million ADSs
Dec.2001 First MMORPG
Joyful Journey West Online
Feb.2005 Fiscal report 2004
2nd Online Game operator
Sources: iResearch, JP Morgan, Goldman report and companies data
67.42%
30.33%
1.28% 0.97%
Online game service
Online game operation suppply, w ebsite solution, & advertisement
Short message service
Others
The 9
Milestones:
Aug 1999 www.gamenow.com
Online virtual community
May 2000 www.the9.com
Entertainment website
Sep 2003 MU beta testing
(30K concurrent users on 1st day)
Online game operation
Dec 2004 IPO (NASDAQ)
6.075 million ADSs
The Revenue Structure of NCTY
Sources: iResearch, JP Morgan, Goldman report and companies data
Sina Corporation
Online media company and value-added information service provider
SINA CorporationSINA Corporation
SINA mobile
SINA.com SINA.netSINA
online
SINA
E-commerce
Online news
Online ADs
SMS
IRP
WAP
KJAVA
UC
Online game
Searching
Enterprise services
Online shopping
Travel service
Sources: iResearch, JP Morgan, Goldman report and companies data
Sina
2002-2004 Quartely Report56,899
52,505
49,195
41,388
38,270
31,914
25,987
18,114
12,870
10,3468,563
7,115
38,966
35,650 34,898
28,86227,608
22,352
17,881
12,007
8,409
6,2655,014
3,697
17,433
14,503
18,018
16,042
9,269
11,657
7,121
3,3761,475
(559)(1,894)
(3,971)
(10,000)
0
10,000
20,000
30,000
40,000
50,000
60,000
04Q4 04Q3 04Q2 04Q1 03Q4 03Q3 03Q2 03Q1 02Q4 02Q3 02Q2 02Q1
Thousands $
Net revenues: Gross profit Net income
Sources: iResearch, JP Morgan, Goldman report and companies data
Yahoo CN
Yahoo: Global internet media, 24 websites in 12 languages
Yahoo CN: Establishment--Sep. 1999: www.yahoo.com.cn 20th
Main businesses: Searching Engine
Communication channel (email, messenger)
Information (news, finance, weather)
Community (chat, clubs, photos)
Sources: iResearch, JP Morgan, Goldman report and companies data
Tom.com
Mid 2000: Launched flagship website, www.tom.com
Q2 2003: Ranked No. 4 Internet portal in China
Q4 2003: Launched online game - Karma Online
Portal ranked No.16 in the world (In terms of traffic)
Tom.com
Online advertising
Others (Skype, E-commerce, CRM)
Wireless Internet (SMS, MMS, Wap, Java)
Online games (Karma Online)
Sources: iResearch, JP Morgan, Goldman report and companies data
SOHU.COM Inc
Main Businesses:
www.sohu.com: Mass portal and leading online media destination
www.sogou.com: Interactive search engine;
www.chinaren.com: The #1 online alumni club
www.17173.com: The #1 games information portal
www.focus.cn: Top real estate website
www.goodfeel.com.cn: Wireless value-added services provider.
Aug.1996 ITC Electronic Tech.
Feb.1998 CHINESE searching engine—SOHU
Mar.1999 Matrix of web properties
Sources: iResearch, JP Morgan, Goldman report and companies data
Contents
Industry Overview and Competition Analysis
Acquisition
The Puzzles in Acquisition
What is Next
The Impacts on China Internet Industry
Sources: iResearch, JP Morgan, Goldman report and companies data
Drivers for Diversification
Government Regulation and Society Pressure On Online Game
Too Much Cash : $440 Millions by the end of 2004
Fierce competition would lower the
growth rate of gaming
4.17Quick ratio
0.62 Cash & Cash equivalents/assets
2003Microsoft Ratio
0.85 0.66 Cash & Cash equivalents/assets
7.63 2.51 Quick Ratio
7.65 2.51 Current Ratio
64,289 1,224 Marketable Securities
377,551 72,395 Cash & Cash equivalents
20042003
4.17Quick ratio
0.62 Cash & Cash equivalents/assets
2003Microsoft Ratio
0.85 0.66 Cash & Cash equivalents/assets
7.63 2.51 Quick Ratio
7.65 2.51 Current Ratio
64,289 1,224 Marketable Securities
377,551 72,395 Cash & Cash equivalents
20042003
Sources: iResearch, JP Morgan, Goldman report and companies data
2001-2004 Business Structures of Shanda
Shanda Business Structure
4,126
344,424
612,470
1,049,799
8773
226,412
0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
2001
2002
2003
2004
MMORPGs
Casual
Others
Sources: iResearch, JP Morgan, Goldman report and companies data
Shanda is Changing
2004 Shanda Revenue Structures
87.79%78.88% 76.36%
69.90%76.79%
10.81%
15.87%15.44%
20.99%16.56%
0.00%
10.00%
20.00%
30.00%
40.00%
50.00%
60.00%
70.00%
80.00%
90.00%
100.00%
Q1 Q2 Q3 Q4 2004
Others
Casual
MMORPGs
The causal game and other business are becoming more and more important.
Sources: iResearch, JP Morgan, Goldman report and companies data
The road of Shanda M&A
Internet is a industry run with the time.
KOREAN Actoz Soft (Korean famous network game developer and operator, owned the dividend of China from <LEGEND OF MIR II>,<A3>,<LEGEND OF MIR III>
INVESTMENT AS HOLDING COMPANY
Nov-04
CMFU (China leading entertainment literature portal site)ACQUISITIONOct-04
DIGIRED (China leading mobile game developer and operator)ACQUISITIONSep-04
GAME ABC (China leading Chess and Cards Game Operator)ACQUISITIONJul-04
Shanghai HOLDFAST (Holdfast Group is the biggest Multi-Player On Game Operation Platform in China)
INVESTMENTJul-04
USA ZONA (the world leader of the complete network solution for Massive Multi-Player Online Games. )
ACQUISITIONJan-04
TARGET COMPANYTYPETIME
ACQUISITION OR INVERSTMENT OF SHANDA IN 2004
KOREAN Actoz Soft (Korean famous network game developer and operator, owned the dividend of China from <LEGEND OF MIR II>,<A3>,<LEGEND OF MIR III>
INVESTMENT AS HOLDING COMPANY
Nov-04
CMFU (China leading entertainment literature portal site)ACQUISITIONOct-04
DIGIRED (China leading mobile game developer and operator)ACQUISITIONSep-04
GAME ABC (China leading Chess and Cards Game Operator)ACQUISITIONJul-04
Shanghai HOLDFAST (Holdfast Group is the biggest Multi-Player On Game Operation Platform in China)
INVESTMENTJul-04
USA ZONA (the world leader of the complete network solution for Massive Multi-Player Online Games. )
ACQUISITIONJan-04
TARGET COMPANYTYPETIME
ACQUISITION OR INVERSTMENT OF SHANDA IN 2004
Sources: iResearch, JP Morgan, Goldman report and companies data
The long –term strategy of Shanda
Digital Red IntermediatePC Platform-mobile
New Business TV ContentsIPTV
Dating, wireless, Music, BBS etcCommunity products
Literature website, Qidian, provides more gaming stories
Actoz enhancing game development capacity
Both licensed and in house developed;
Gaming developers
Network PC games (will acquire full stake in Haofang
board, Chess, cards games
Casual games
MMORPG
Gaming Production
Mobile
Internet Café
Home (from study rooms to living rooms)
Gaming Location
TV (via set-top box; partner with ALCATEL,INTEL,SVA)
Mobile Devices (Digital Red)
PC
Gaming Devices
Gaming and Other Entertainment
Digital Red IntermediatePC Platform-mobile
New Business TV ContentsIPTV
Dating, wireless, Music, BBS etcCommunity products
Literature website, Qidian, provides more gaming stories
Actoz enhancing game development capacity
Both licensed and in house developed;
Gaming developers
Network PC games (will acquire full stake in Haofang
board, Chess, cards games
Casual games
MMORPG
Gaming Production
Mobile
Internet Café
Home (from study rooms to living rooms)
Gaming Location
TV (via set-top box; partner with ALCATEL,INTEL,SVA)
Mobile Devices (Digital Red)
PC
Gaming Devices
Gaming and Other Entertainment
To be
Online Disney
Sources: iResearch, JP Morgan, Goldman report and companies data
Why SINA
Product structure of Sina and Shanda can be complementary Product structure of Sina and Shanda can be complementary
Sina has undisputable advantages in China ’s Internet industry Sina has undisputable advantages in China ’s Internet industry
Sina’s vertical channels are crucial to Shanda’s IPTV strategy. Sina’s vertical channels are crucial to Shanda’s IPTV strategy.
Sina’s Stock was undervalued.Sina’s Stock was undervalued.
The Shares of Sina’s are disperse enough.The Shares of Sina’s are disperse enough.
Sources: iResearch, JP Morgan, Goldman report and companies data
Business & Users Complementary
LowHighMajority Education
11001800Average Monthly Income(¥)
High1830Average Years
Synergy ShandaSinaCustomer Types
BadNABadBooking Room or Tickets
Below average NABelow
average Internet Auction
Below average NABelow
average Communicator
Below average NABelow
average Search
GoodNAGoodEmail
ExcellentBadExcellentWireless
ExcellentGood ExcellentInternet Adv.
Very goodVery goodBelow
average Causal Game
ExcellentExcellentAverageOnline Game
Combined ShandaSinaBusiness Type
LowHighMajority Education
11001800Average Monthly Income(¥)
High1830Average Years
Synergy ShandaSinaCustomer Types
BadNABadBooking Room or Tickets
Below average NABelow
average Internet Auction
Below average NABelow
average Communicator
Below average NABelow
average Search
GoodNAGoodEmail
ExcellentBadExcellentWireless
ExcellentGood ExcellentInternet Adv.
Very goodVery goodBelow
average Causal Game
ExcellentExcellentAverageOnline Game
Combined ShandaSinaBusiness Type
Sources: iResearch, JP Morgan, Goldman report and companies data
A Giant in Portal, Wireless and Gaming
MMORPG
Online Adv.Casual Game
ReservationAuction
Communicator
MailboxSearch
Wireless
IPTV(E)Multi-players
on Game Operation Platform
Sina Business
Shanda Business
NO. 1 Portal
Sources: iResearch, JP Morgan, Goldman report and companies data
Vertical Channels
The contents of these channels are crucial to Shanda IPTV
Sources: iResearch, JP Morgan, Goldman report and companies data
Fragment of Sina’s Shares
The fragment of shares makes Sina a real public company, which was controlled by professional managers rather than shareholders.
The fragment of shares makes Sina a real public company, which was controlled by professional managers rather than shareholders.
100.00%50,477,694Total
42.15%21,276,892Sub Total
2.11%1,064,725Morgan Stanley Investment Management Inc. (US)
2.27%1,143,623Chiang (Daniel)
2.27%1,145,029Evergreen Investment Management Company
2.97%1,500,000Legg Mason Capital Management, Inc.
3.29%1,659,300T. Rowe Price Associates, Inc
4.44%2,240,400Capital International, Inc
4.96%2,502,274Sun Stone Media Group, Ltd
5.63%2,840,036Alliance Capital Management L.P
5.84%2,946,505Alliance Capital Management L.P
8.39%4,235,000Capital Research & Management Company
Percentage Shares Top 10 Holders
100.00%50,477,694Total
42.15%21,276,892Sub Total
2.11%1,064,725Morgan Stanley Investment Management Inc. (US)
2.27%1,143,623Chiang (Daniel)
2.27%1,145,029Evergreen Investment Management Company
2.97%1,500,000Legg Mason Capital Management, Inc.
3.29%1,659,300T. Rowe Price Associates, Inc
4.44%2,240,400Capital International, Inc
4.96%2,502,274Sun Stone Media Group, Ltd
5.63%2,840,036Alliance Capital Management L.P
5.84%2,946,505Alliance Capital Management L.P
8.39%4,235,000Capital Research & Management Company
Percentage Shares Top 10 Holders
Sources: iResearch, JP Morgan, Goldman report and companies data
Sina’s Earning
Sina Earning Per Share
0.300.29
0.36
0.33
0.16
0.24
0.15
0.07
0.03
(0.01)
(0.04)
(0.09)
(0.15)
(0.10)
(0.05)
0.00
0.05
0.10
0.15
0.20
0.25
0.30
0.35
0.40
04Q404Q304Q204Q103Q403Q303Q203Q102Q402Q302Q202Q1
$
Diluted net income (loss) per share
Sources: iResearch, JP Morgan, Goldman report and companies data
Low P/E Ratio of Sina
13.120.18.69 1.40 71.312/06(E)
14.619.9-3.31.2965.612/05(E)
14.219.2102.51.336612/04(F)
25.339NM0.6631.412/03(F)
-2,520.10NM83.8-0.11-4.912/02(F)
EV/EBITA
P/E RatioChanges %
Per Share Earning
Net Income
(Millions)Year
The Prediction of Sina
13.120.18.69 1.40 71.312/06(E)
14.619.9-3.31.2965.612/05(E)
14.219.2102.51.336612/04(F)
25.339NM0.6631.412/03(F)
-2,520.10NM83.8-0.11-4.912/02(F)
EV/EBITA
P/E RatioChanges %
Per Share Earning
Net Income
(Millions)Year
The Prediction of Sina
Till Q4.04, total value of Sina was about 11.3~15.1 billions, and therefore, the stock price would be $ 22.5~$30.1.
Feb. 8 SNA P/E ratio=15.5
The stock was undervalued in early Feb.
14.312.980.56BTOMOTOM
31.9140.071.60bNTESNetease
22.4425.61.29BSINASina
29.2530.012.13BSNDAShanda
32.6345.452.20BLAURLAUREAT
E 10
46.3928.943.45BMNSTMONSTE
R 9
14.1213.124.85BETE*TRADE8
83.375.5313.91BAPOLAPOLLO GP INC
7
25.6835.3114.47BAMZNAmazon6
95.7422.2115.38BIACIIAC/INTERACTIVE
5
74.9542.4628.15BEBAYeBay4
58.3133.646.19BYHOOYahoo3
135.55197.9554.12BGOOGGoogle2
26.5417.8982.09BTWXTIME
WARNER 1
P/E RatioPriceMarket value
CodeFirmsRank
14.312.980.56BTOMOTOM
31.9140.071.60bNTESNetease
22.4425.61.29BSINASina
29.2530.012.13BSNDAShanda
32.6345.452.20BLAURLAUREAT
E 10
46.3928.943.45BMNSTMONSTE
R 9
14.1213.124.85BETE*TRADE8
83.375.5313.91BAPOLAPOLLO GP INC
7
25.6835.3114.47BAMZNAmazon6
95.7422.2115.38BIACIIAC/INTERACTIVE
5
74.9542.4628.15BEBAYeBay4
58.3133.646.19BYHOOYahoo3
135.55197.9554.12BGOOGGoogle2
26.5417.8982.09BTWXTIME
WARNER 1
P/E RatioPriceMarket value
CodeFirmsRank
Sources: iResearch, JP Morgan, Goldman report and companies data
What Has happened?
Announce & NegotiationAcquisitionOrigin
Feb. 18, 2005Feb.7-17, 2005Oct.10 2004
Sources: iResearch, JP Morgan, Goldman report and companies data
Contents
Industry Overview and Competition Analysis
Acquisition
The Puzzles in Acquisition
What is Next
The Impacts on China Internet Industry
Sources: iResearch, JP Morgan, Goldman report and companies data
Clues of Collusion
Yahoo: white knight or the target of poison pill?Yahoo: white knight or the target of poison pill?
Timing of Poison PillTiming of Poison Pill
Stone’s Shares Stone’s Shares
Shanda: no enough cash for hostile takeover?Shanda: no enough cash for hostile takeover?
Institutional InvestorsInstitutional Investors
Sources: iResearch, JP Morgan, Goldman report and companies data
Topic one: Poison Pill
What is Poison Pill?
Any tactic by a company designed to avoid a hostile
takeover.
Designed to make the target company unattractive to the
potential buyer.
Sina’s Poison Pill
Each Right entitles the registered holder to
purchase from the Company one Ordinary Share at a
Purchase Price of $150 per Ordinary Share
Effectively dilutes the equity ownership of Shanda (the hostile party), making a
takeover much more difficult.
Sources: iResearch, JP Morgan, Goldman report and companies data
Poison Pill
Actually announced on Feb 22.
Poison Pill Puzzles!
Should have been prepared
Announce & NegotiationAcquisitionOrigin
Feb. 18, 2005Feb.7-17, 2005Oct.10 2004
TIME
Sources: iResearch, JP Morgan, Goldman report and companies data
Why No Poison Bill Earlier?
Defensive Plan A:
If Sina had prepared a defensive plan since last Oct. the triggering point would be 10%
103MLose of Shanda230M277MTotal acquisition cost
235M128MTotal value of shares5.03M13.62MAdditional shares should
be acquired
20.00%10.26%Percent of Sina's
outstanding shares after dilution
19.50%19.50%Aimed percent of Sina's
outstanding shares
$23.42/share$11.71/shareMarket value per share$23.42/share$11.71/shareAverage acquisition cost
per additional share
Without poison pill
Triggering poison pill
Without poison pill
Triggering poison pill
Currrent Defensive Pan Defensive Plan A
103MLose of Shanda230M277MTotal acquisition cost
235M128MTotal value of shares5.03M13.62MAdditional shares should
be acquired
20.00%10.26%Percent of Sina's
outstanding shares after dilution
19.50%19.50%Aimed percent of Sina's
outstanding shares
$23.42/share$11.71/shareMarket value per share$23.42/share$11.71/shareAverage acquisition cost
per additional share
Without poison pill
Triggering poison pill
Without poison pill
Triggering poison pill
Currrent Defensive Pan Defensive Plan A
Sources: iResearch, JP Morgan, Goldman report and companies data
Poison pill
Actual announced on Feb 22.
Poison Pill Puzzles!
Should have been prepared
Announce & NegotiationAcquisitionOrigin
Feb. 18, 2005Feb.7-17, 2005Oct.10 2004
TIME
TARGETSina do not want to be taken by Yahoo
because of main business overlap and potential to lose its own Brand
Sources: iResearch, JP Morgan, Goldman report and companies data
The effect of current poison pill to Yahoo!
Cost of Yahoo
Expected market value per share over $50*
Aim of percent share needed 51%
Total share acquired 47.8M
Total acquisition cost $2.39B
Defensive Plan B:
* The price here is mostly decided by the market expectation when Yahoo announcing its merger plan. It is roughly estimated to be the same as the highest price of year 2004, because at this time Yahoo can only got share from institute shareholders by negotiating the price.
Sources: iResearch, JP Morgan, Goldman report and companies data
Betrayers in Sina?
1. Stone sold its shares to Shanda
Consequently losing money on its main business, Stone needed cash to invest in new project and keep its stock price.
Stone continued to increase its equity stake in China Cable, from equity interest of 5.54% at the beginning of the period to 13.77% at the end, through a jointly controlled entity. investment in China Cable increase
2. Management team was keeping exercise their options.
2004.10.29-12.8, the top management cashed out 1,541,800 shares for $47.49 millions, and price was ranged from $33-37.
Sources: iResearch, JP Morgan, Goldman report and companies data
Shanda: No Enough Cash for Hostile Takeover?
Cost of Hostile takeover
1134.01 806.41 Total acquisition cost ($MM)
45.36 25.20 Total share acquired (Millions)
50.10%50.10%Aim of percent share needed
2532Expected average price per share $
Poison Pill
Without Poison Pill
1134.01 806.41 Total acquisition cost ($MM)
45.36 25.20 Total share acquired (Millions)
50.10%50.10%Aim of percent share needed
2532Expected average price per share $
Poison Pill
Without Poison Pill
The Total free cash and cash equivalent for Shanda: was 444-92=$352 MM
Debt Ratio: 53.16%
Total asset for company: $517.4 MM
Shanda won’t have enough cash to takeover SINA if it can not be accepted by DOB.
Why did it take 19.5% if only want to be largest shareholder?
Sources: iResearch, JP Morgan, Goldman report and companies data
Institute Investors—Collusion???
Some institutes were very active in the event!
1.68%<=1.3%1.68%Shanda
<=1.93%<=1.39%1.85%SinaEssex investment Management Inc.
Shanda
<=1.93%<=1.39%1.93%Sina
Tiger technology
Shanda
2.17%<=1.39%2.17%Sina
Cotaue management LLC
0.80%0.80%3.13%Shanda
2.18%2.18%<=1.85%SinaMorgan Stanley Investment Management Inc. (US)
<0.41%1.42%<=0.41%Shanda
4.09%5.84%4.09%SinaAxa
<=0.41%1.66%<=0.41Shanda
9.10%8.39%9.10%SinaCapital Research & Management Company
3/04/20052/18/2005Shares on 12/31/2004Institute Investor
1.68%<=1.3%1.68%Shanda
<=1.93%<=1.39%1.85%SinaEssex investment Management Inc.
Shanda
<=1.93%<=1.39%1.93%Sina
Tiger technology
Shanda
2.17%<=1.39%2.17%Sina
Cotaue management LLC
0.80%0.80%3.13%Shanda
2.18%2.18%<=1.85%SinaMorgan Stanley Investment Management Inc. (US)
<0.41%1.42%<=0.41%Shanda
4.09%5.84%4.09%SinaAxa
<=0.41%1.66%<=0.41Shanda
9.10%8.39%9.10%SinaCapital Research & Management Company
3/04/20052/18/2005Shares on 12/31/2004Institute Investor Institute investors
Sources: iResearch, JP Morgan, Goldman report and companies data
Influence of Poison Pill Announcement to Stock Price
Price Graph
Volume
Sources: iResearch, JP Morgan, Goldman report and companies data
Institutional Investors: No Driver for Collusion but understanding
Institutional Investors had very few shares in Shanda but more in Sina.
Institutes Investors’ benefit is more sensitive to Sina than Shanda. Shanda can not be easy affected by institutional investors. But Sina is!
Institutional Investors had very few shares in Shanda but more in Sina.
Institutes Investors’ benefit is more sensitive to Sina than Shanda. Shanda can not be easy affected by institutional investors. But Sina is!
Investors thought Sina was undervalued at the beginning of Feb.
Shanda’s taking over would increase Sina’s market performance.
Shanda’s stock price would decline in short term ( They shorted )
Investors thought Sina was undervalued at the beginning of Feb.
Shanda’s taking over would increase Sina’s market performance.
Shanda’s stock price would decline in short term ( They shorted )
Sources: iResearch, JP Morgan, Goldman report and companies data
Contents
Industry Overview and Competition Analysis
Acquisition
The Puzzles in Acquisition
What is Next
The Impacts on China Internet Industry
Sources: iResearch, JP Morgan, Goldman report and companies data
Possible Scenarios
Sina’s DOB Approves Combination
• Financial Wise
• Integration by Shanda
• Potential Problems
Sina’s DOB Denies Combination
Sources: iResearch, JP Morgan, Goldman report and companies data
Financial Wise
Stock Swap
118Total Cash & Cash Equivalent
(92)Cost of Acquiring Actoz
(230)Cost of 19.5% Sina Shares
275Debt Convertible
440 Cash & Cash Equivalent
$MM
Shanda
118Total Cash & Cash Equivalent
(92)Cost of Acquiring Actoz
(230)Cost of 19.5% Sina Shares
275Debt Convertible
440 Cash & Cash Equivalent
$MM
Shanda
Amount for Rest 80% of Sina Shares:
$30 x 50 mm x 80% = $120 mm
Stock Swap Ratio: 0.95~1.05
Shanda share/Sina share
$28 201.40 Sina
$35 22$1.61 Shanda
Price P/E RatioEPS
Year 2006
$28 201.40 Sina
$35 22$1.61 Shanda
Price P/E RatioEPS
Year 2006
In a long run ration of Sina price to Shanda price is ranged from (0.83-0.91)
Sources: iResearch, JP Morgan, Goldman report and companies data
Integration
Business CultureSynergy
Integration
Pros:
• Sina has weak culture. Easy to build new culture in new entity after acquisition.
• Chen Tianqiao & Tang Jun
Cons:
• Shanda did not have experience with Media culture before.
• Benefit from Revenue instead of Cost
• Diversification
1. Game: Combine synergies of NCSina game with Shanda Game
2. Advertisement
3. Internet Auction
3. IPTV: Content+Ad
4. Mobile Services: Msg.+Game+Others
Sources: iResearch, JP Morgan, Goldman report and companies data
Problems
• Short-term Pressure for Shanda
• How to Deal With eBay
• Management Experience
ShandaOnline Game Operator under Pressure of the Society
Sina
Main Stream Media
Control
How to Coordinate Together??
Sources: iResearch, JP Morgan, Goldman report and companies data
Scenario 1
Be the DOB
Possibility: Medium
- Shanda persuades Sina’s institute investors to send it into the board.
- Key issue: Attractive blueprint for Sina’s business growth.
Scenario 2
Be the big shareholders
and cooperate with Sina
Possibility: Medium
- Equity participation. E.g. IPTV, Mobile Value-added Services Etc
Scenario 3
Sell Sina’s shares at higher price
Possibility: High
- Shanda have no enough cash for bidding war.
- It will benefit from holding/selling Sina’s shares at a higher price.
Scenarios if Sina’s DOB Denies Combination
Sources: iResearch, JP Morgan, Goldman report and companies data
Contents
Industry Overview and Competition Analysis
Acquisition
The Puzzles in Acquisition
What is Next
The Impacts on China Internet Industry
Sources: iResearch, JP Morgan, Goldman report and companies data
A Giant in Portal, Wireless & Gaming
A media giant on three platforms, namely PC, mobile device and IPTV, affecting three important sectors – portal, wireless and gaming.
Source: Relative companies' financial statements. Unit: $MM
37.51<20.66>125-124Wireless Value-added Income
-75.99>154154.2-Internet Game Income
55.719.13>70-65.4Internet Advertisement Income
35.653.3313973.666Net Profit
103109356.9156.9200Net Revenue
SohuNeteaseSina+ShandaShandaSina
Source: Relative companies' financial statements. Unit: $MM
37.51<20.66>125-124Wireless Value-added Income
-75.99>154154.2-Internet Game Income
55.719.13>70-65.4Internet Advertisement Income
35.653.3313973.666Net Profit
103109356.9156.9200Net Revenue
SohuNeteaseSina+ShandaShandaSina
2004 Business Comparison: Sina-Shanda vs. Netease & Sohu
Sources: iResearch, JP Morgan, Goldman report and companies data
Influences on Internet Businesses & Companies
It may trigger more large-scale merger & acquisition in local Internet Industry.
LowCtrip eLongNABadBooking Room or
Tickets
LoweBay, TaobaoNABelow average Internet Auction
LowQQ, MSNNABelow average Communicator
LowBaidu, Sohu,
Google, YahooNABelow average Search
LowYahoo, Sohu,
NeteaseNAGoodEmail
MediumTom, Lingtong,
Kongzhong, SohuBadExcellentWireless
HighSohu, Yahoo, Netease Tom
Good ExcellentInternet Adv.
HighQQ LiangzhongVery goodBelow average Causal Game
HighNetease, The 9ExcellentAverageOnline Game
ShandaSinaImpact
Influenced companies
PerformanceBusiness Type
LowCtrip eLongNABadBooking Room or
Tickets
LoweBay, TaobaoNABelow average Internet Auction
LowQQ, MSNNABelow average Communicator
LowBaidu, Sohu,
Google, YahooNABelow average Search
LowYahoo, Sohu,
NeteaseNAGoodEmail
MediumTom, Lingtong,
Kongzhong, SohuBadExcellentWireless
HighSohu, Yahoo, Netease Tom
Good ExcellentInternet Adv.
HighQQ LiangzhongVery goodBelow average Causal Game
HighNetease, The 9ExcellentAverageOnline Game
ShandaSinaImpact
Influenced companies
PerformanceBusiness Type
Sources: iResearch, JP Morgan, Goldman report and companies data
Summary
It’s likely that collusion or understanding exists in this case.It’s likely that collusion or understanding exists in this case.
There will be a real Internet giant in Portal, Wireless and Gaming to compete against those global leaders.There will be a real Internet giant in Portal, Wireless and Gaming to compete against those global leaders.
It may trigger more large-scale business combination in China Internet industry. It may trigger more large-scale business combination in China Internet industry.
Acquisition will become a long march when the event quiets down; Everything is possible before shareholders conference in June.
Acquisition will become a long march when the event quiets down; Everything is possible before shareholders conference in June.
Thank You !
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