M&A 2018 REVIEW CHINA PHARMACEUTICAL SECTOR APRIL 2019 - PWC CHINA

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M&A 2018 REVIEW CHINA PHARMACEUTICAL SECTOR APRIL 2019 - PWC CHINA
M&A 2018 Review

China Pharmaceutical Sector
April 2019
M&A 2018 REVIEW CHINA PHARMACEUTICAL SECTOR APRIL 2019 - PWC CHINA
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
M&A 2018 REVIEW CHINA PHARMACEUTICAL SECTOR APRIL 2019 - PWC CHINA
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
M&A 2018 REVIEW CHINA PHARMACEUTICAL SECTOR APRIL 2019 - PWC CHINA
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
M&A 2018 REVIEW CHINA PHARMACEUTICAL SECTOR APRIL 2019 - PWC CHINA
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
300                           8
                                                         28                                                   246
                                                                                        29
250                               85
                                                        96
200                                                                                     85
                              4
                                                         8                              11                     3
150
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                                                   6,131                            4,459
                                                                                                                           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                                 3
                                                               11
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
                                                       138                                            6,000
                          133                                                                 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
                                                                                                    AG, a wholly-owned subsidiary of Takeda Pharma AG for USD144 mil (about CNY915 mil),
                             Bright Investment Limited     Pharma
                                                                                                    thus indirectly holding a 26.34% interest in Guangdong Techpool Bio-pharma Co Ltd. Upon
                                                                                                    completion of the transaction, Shanghai Pharma's shareholding in Guangdong Techpool will
                                                                                                    increase from 40.80% to about 67.14%, realizing absolute control. Meanwhile, Sunrise
                                                                                                    Bright Investment Limited is buying the 100% stake of another wholly owned Swiss
                                                                                                    subsidiary of Takeda Pharma AG for USD136 mil, thereby indirectly owning 25% interest of
                                                                                                    Guangdong Techpool.
7     15/06/2018         273 Henan Yinge Industrial        Genova Inc            Biotechnology      An investor group, comprised of Henan Yinge Industrial Investment Co Ltd, Beijing
                             Investment Co Ltd/ Beijing                                             Qiancheng Jufu Asset Management Co Ltd and iCapital Ltd agreed to acquire a 10% stake
                                                                                                    in Genova Inc, manufacturer of biological products, a unit of Novagen Holding Corp, for CNY
                             Qiancheng Jufu Asset
                                                                                                    1.747 bil (USD 273 mil), in a privately negotiated transaction.
                             Management Co Ltd/iCapital
                             Ltd
8     27/11/2018         269 Chengdu Xingcheng Invest      Tianjin Chase Sun Pharmaceuticals The Chinese state-owned Chengdu Xingcheng Investment Group Co Ltd agreed to acquire
                             Grp                           Pharmaceutical Co                 16.195% stake or 487.64 mil ordinary shares in Tianjin Chase Sun Pharmaceutical Co Ltd, a
                                                                                             Tianjin-based manufacturer of pharmaceutical preparation, for CNY 3.83 (USD 0.552) per
                                                           Ltd
                                                                                                    share, or a total CNY 1.868 bil (USD 269.126 mil), in a privately negotiated transaction.
9     31/08/2018         252 Shenzhen Nuoyu Tech Co Ltd Guanfu Holdings          Pharmaceuticals Shenzhen Nuoyu Technology Co Ltd, a unit of Shanghai Qianxi Investment Consulting Co
                                                        Co Ltd                                      Ltd, signed a Letter of Intent to acquire 14.569% stake or 383.717 mil ordinary shares in
                                                                                                    Guanfu Holdings Co Ltd, a Quanzhou-based manufacturer of pharmaceutical preparation,
                                                                                                    for an estimated CNY 4.5 (USD 0.658) in cash per share, or an estimated a total CNY 1.727
                                                                                                    bil (USD 252.39 mil), in a privately negotiated transaction.
10    01/06/2018         242 Grand Pharm (China) Co Ltd    Shanghai Winguide Pharmaceuticals Grand Pharmaceutical (China) Co Ltd, a unit of China Grand Pharmaceutical &Healthcare
                                                           Huangpu                           Holdings Ltd, planned to acquire the entire share capital of Shanghai Winguide Huangpu
                                                                                                    Pharmaceutical Co Ltd, manufacturer and wholesaler of pharmaceutical preparation, from
                                                                                                    Winguide Far East Ltd, for a total CNY 1.551 bil (USD 242.028 mil) in cash.
11    24/05/2018         241 China Grand Pharm             Taiwan Tung Yang Pharmaceuticals China Grand Pharmaceutical &Healthcare Holdings Ltd of Hong Kong (Grand
                             Healthcare                    Intl Co Ltd                      Pharmaceutical &Healthcare), a unit of Outwit Investments Ltd, agreed to acquire the entire
                                                                                                    share capital of Taiwan Tung Yang International Co Ltd, a Shanghai-based manufacturer of
                                                                                                    pharmaceutical preparation, from GL Saino Investment Ltd, for an estimated CNY 1.54 bil
                                                                                                    (USD 241.097 mil), in a stock swap transaction.The consideration was to consist of CNY
                                                                                                    924 mil (USD 144.658 mil) in cash and the issuance of 181.07 mil new ordinary shares value
                                                                                                    at CNY 616 mil.

Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                                                                                                            April 2019
PwC                                                                                                                                                                                             13
Financial
       Buyers

PwC
PE/VC activity hit new records in deal volume at 215, and
rebounded strongly in deal value to the highest in the past
three years, reflecting high supply of available capital
meeting high demand for funding in the private sector

Financial buyer deals (2015-2018)
Volume                                                                                                 US$mil
250                                                                                                     8,000

                                                                                                        7,000
200
                                                                                                        6,000

150                                                                                        129          5,000

                                                                                                        4,000
100                                                                                                     3,000
                                                 38
                            47                                         39                               2,000
  50
                                                                                            86
                                                 53                                                     1,000
                            37                                         39
      0                                                                                                 0
                         2015                   2016                 2017                  2018
                            Deal volume — PE    Deal volume — VC   Deal value — PE   Deal value — VC

Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                           April 2019
PwC                                                                                                            15
2018 top deals of financial buyers (1/2)
— above US$200 million

       Date               Deal val
                                   Acquirer                    Target                Target industry       Brief introduction
       announced         (US$ mil)
1     24/04/2018              285 Investor Group               Innovative Cellular   Biotechnology       An investor group, comprised of Witruth Capital Co Ltd, Dunhou Venture
                                                                                                         Capital Co Ltd, Shenzhen GTJA Investment Group Co Ltd, SB China
                                                                                                         Venture Capital Ltd and Volcanics Venture Co Ltd acquired an
                                                                                                         undisclosed minority stake in Innovative Cellular Therapeutics Co Ltd, a
                                                                                                         Shanghai-based manufacturer of biological products, for CNY 1.8 bil
                                                                                                         (USD 284.999 mil) in a privately negotiated transaction.
2     03/08/2018               277 Hillhouse/GIC/Baker         BeiGene               Bio-pharmaceuticals BeiGene listed in HKSE on 8 August 2018, raising about USD 903 mil by
                                   Bros/Ally Bridge                                                      issuing 65.6 mil shares at the issue price of HKD108 per share. It
                                                                                                         brought in four cornerstone investors, including Hillhouse (subscribed for
                                                                                                         HKD 559 mil), GIC (subscribed for USD 100 mil), Baker Bros (subscribed
                                                                                                         for USD 80 mil) and Ally Bridge (subscribed for USD 25 mil).
3     24/05/2018               260 Sequoia Capital/Yunfeng     Brii Biosciences      Bio-pharmaceuticals Brii Bio, a company committed to bringing innovative medicines to China
                                   Capital/Boyu capital/Blue                                             as a way to improve public health and together with clinically
                                   Pool/Arch Venture                                                     differentiated assets to meet this challenge was initially funded by ARCH
                                   Partners/6 Dimensions                                                 Venture Partners, 6 Dimensions Capital, Boyu Capital, Yunfeng Capital,
                                   Capital                                                               Sequoia Capital, and Blue Pool Capital of USD 260 million.
4     09/05/2018               260 Investor Group              CStone                Bio-pharmaceuticals CStone Pharmaceuticals, a clinical stage biopharmaceutical company
                                                               Pharmaceuticals                           devoted to the development of innovative drugs, completed a $260
                                                                                                         million financing.The investment was led by GIC Private Limited,
                                                                                                         Singapore’s sovereign wealth fund, with participation from new investors
                                                                                                         including Sequoia China, Yunfeng Capital, 6 Dimensions Capital, CITIC
                                                                                                         PE, Taikang Insurance Group, ARCH Venture Partners, Hillhouse
                                                                                                         Capital, King Star Capital, 3W Partners, AVICT, and Terra Mafnum
                                                                                                         Capital Partners. Existing investors also participated in this round,
                                                                                                         including Oriza Seed Venture Capital , Boyu Capital, and WuXi
                                                                                                         Healthcare Ventures (currently a 6 Dimensions Capital fund).

Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                                                                                             April 2019
PwC                                                                                                                                                                              16
2018 top deals of financial buyers (2/2)
— above US$200 million

       Date               Deal val
                                   Acquirer                  Target                Target industry      Brief introduction
       announced         (US$ mil)
5     16/10/2018              246 Investor Group             Innovent Biologics    Bio-pharmaceuticals Innovent Biologics announced in Hong Kong on 16 October 2018 that it
                                                                                                       would issue 236 mil shares, or 21% of the enlarged share capital, for
                                                                                                       HKD12.50 to HKD14 per share, raising up to HKD3.3 bil. Cornerstone
                                                                                                       investors include Seacliff and Dwyer, Cormorant Asset Management, LP,
                                                                                                       king lam Asset Management, LAV Biosciences Fund IV, L.P. Prime
                                                                                                       Capital Funds, Rock Springs Capital Master Fund LP, SCC Growth V
                                                                                                       Holdco L. Ltd., Elbrus Investments Pte. Ltd., value partners fund
                                                                                                       management Hong Kong Ltd., and Vivo Funds, subscribed for the total
                                                                                                       number of shares available for sale for HKD1.918 bil.
6     10/12/2018               242 Investor Group             Shanghai Junshi      Bio-pharmaceuticals Junshi Biosciences is a bio-pharmaceutical company engaged in the
                                                             Biosciences Co., Ltd.                     discovery and development of innovative drugs, as well as clinical
                                                                                                       research and commercialization on a global scale. It listed in HKSE from
                                                                                                       24 December 2018, raising a total of HKD 3.08 bil to HKS3.24 billion.
                                                                                                       Seven cornerstone investors have committed to buy a total of USD 242
                                                                                                       mil of the company's shares.
7     29/06/2018               220 Hony/CDH/Hopu/             I-MAB BIOPHARMA Bio-pharmaceuticals I-Mab Biopharma, a company focusing on innovative Biologics in
                                   Hillhouse/Singapore-                                                therapeutic areas of immuno-oncology and immuno-inflammation,
                                   based EDBI/Ally                                                     announced the completion of Series C financing for $220 million USD,
                                   Bridge/Tasly Capital                                                representing one of the largest amounts ever raised in Series C by an
                                                                                                       innovative biotech company in China. This round of funding was led by
                                                                                                       Hony Capital, with participations from Hillhouse Capital, HOPU
                                                                                                       Investments, CDH Investment, Ally Bridge Group, Singapore-based
                                                                                                       EDBI, and existing investors C-Bridge Capital and Tasly Capital.
8     26/12/2018               201 Wuxi Zhongbao Jiawo        Walvax               Biotechnology       Yunnan Industrial Investment Group signed a share transfer agreement
                                   Investment Partnership    Biotechnology Co.,                        with Wuxi Zhongbao Jiawo, to transfer the 5% of Walvax Biotechnology's
                                   (Limited Partnership)     Ltd.                                      shares (about 76.87 million shares) it hold to Zhongbao Jiawo at a price
                                                                                                       of CNY 137.8 mil. Walvax Biotechnology is a company specializing in the
                                                                                                       development, production and marketing of vaccine products in the field
                                                                                                       of biomedicine.
9     28/11/2018               200 Ireland Strategic          WuXi NextCODE        Biotechnology       On 28 November 2018, Ireland Strategic Investment Fund, Temasek
                                   Investment                                                          Holdings (Private) Co., LTD., Shanghai Yunfeng Investment
                                   Fund/Temasek/Yunfeng                                                Management Co., LTD., Sequoia Capital China Fund and undisclosed
                                   Capital/Sequoia Capital                                             investors invested USD 200 mil in WuXi NextCODE.

Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                                                                                         April 2019
PwC                                                                                                                                                                          17
Mainland China
        Outbound Deals

PwC
Although the number of mainland China outbound deals increased by 48% in
2018, the deal values decreased by 30%, mainly caused by the decrease of POE
activities; The involvement of PE and financial buyers in outbound M&A is now a
well established sub-sector of the market and contributed 31 deals with 7 US$100
million+ mega-deals (compared to 4 in 2017)

Mainland China outbound deals by investor type
Volume                                                                                               US$mil
60                                                                                                    4,500
                                                                                                      4,000
50
                                                                                                      3,500
40                                                                                                    3,000
                                                                                       31             2,500
30                                                                     7
                                                 5                                                    2,000
20                                                                                                    1,500

                                                 25                    24                             1,000
10                                                                                     15
                     1                                                                                500
                     7
  0                  -                            -                     2              3               0
                   2015                         2016                  2017            2018
          Deal volume — SOE                         Deal volume — POE        Deal volume — Financial buyer
          Deal value — SOE                          Deal value — POE         Deal value — Financial buyer

Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                         April 2019
PwC                                                                                                          19
2o18 top Mainland China outbound deals
— above US$200 million

     Date             Deal val
                                                       Acquirer          Target                 Target industry    Brief introduction
     announced       (US$ mil)
1   11/04/2018            593     China Jianyin        Financial buyer   Australia Nature’s Care Pharmaceuticals   China Jianyin Investment Ltd. and its wholly-owned branch company announced
                                 Investment Ltd                          Biotech                                   that together with Tamar Alliance Partners Fund I, L.P., the deal of buying 75%
                                                                                                                   shares of the Australian health company Australia Nature’s Care Biotech (ANCB)
                                                                                                                   has officially completed.
2   31/08/2018            510 WeDoctor/Mason           POE               Genea Biomedx          Biotechnology      WeDoctor, Mason Group and Aldworth Management will acquire 89.5% shares of
                              Group/Aldworth                                                                       Genea Biomedx, an Australian biotechnology company by HKD 3.43 billion to
                              Management                                                                           HKD 4 billion. Genea Biomedx has offered infertility therapeutic services in
                                                                                                                   Australia for about 30 years. Genea focuses on the development of IVF, artificial
                                                                                                                   insemination and human culture solutions.
3   08/02/2018            500    Investor group        Financial buyer   Moderna Therapeutics   Bio-pharma         Moderna Therapeutics, a clinical stage biotechnology company that is pioneering
                                                                                                                   messenger RNA (mRNA) therapeutics and vaccines to create a new generation of
                                                                                                                   transformative medicines for high unmet medical needs in patients, has raised
                                                                                                                   $500 million in a new funding round. New investors include a wholly-owned
                                                                                                                   subsidiary of the Abu Dhabi Investment Authority (ADIA), BB Biotech AG, Julius
                                                                                                                   Baer, Singapore-based EDBI and Sequoia Capital China. Existing investors that
                                                                                                                   also participated in this round include Fidelity Management & Research Company,
                                                                                                                   Pictet, Viking Global Investors, ArrowMark Partners and Alexandria Venture
                                                                                                                   Investments.
4   12/09/2018            450 Bison Capital            Financial buyer   Xynomic                Pharmaceuticals    Bison Capital Acquisition Corp of China (BCAC) definitively agreed to merge with
                              Acquisition Corp                           Pharmaceuticals Inc                       Xynomic Pharmaceuticals Inc, a Dover-based manufacturer of pharmaceutical
                                                                                                                   preparation, for an estimated USD 450 mil, in a leverage buyout transaction. The
                                                                                                                   consideration was to consist of USD 350 mil common shares and up to USD 100
                                                                                                                   mil in profit-related payments. Upon completion, BCAC was to change name to
                                                                                                                   Xynomic Pharmaceuticals Holdings Inc.
5   28/02/2018            250 Temasek/                 Financial buyer   Viela Bio              Bio-pharma         Viela Bio has incorporated as an independent inflammation- and autoimmunity-
                              Hillhouse Capital/Boyu                                                               focused biotechnology company after spinning out six molecules from
                              Capital/6 Dimensions                                                                 MedImmune, the global biologics research and development arm of AstraZeneca
                              Capital                                                                              and funded with up to $250 million from a consortium of investors led by Boyu
                                                                                                                   Capital, 6 Dimensions Capital, and Hillhouse Capital, along with Temasek and
                                                                                                                   Sirona Capital.
6   05/07/2018            208 Huadong Medicine         POE               Sinclair IS Pharma PLC Medical            Huadong Medicine Aesthetics Investment (Hongkong) Ltd of China, a unit of
                              Aesthetics In                                                    cosmetology         Huadong Medicine Co Ltd, acquired the entire share capital of Sinclair Pharma
                                                                                                                   PLC, a global aesthetics company headquartered in London, for GBP 0.32 (USD
                                                                                                                   0.413) in cash per share, or a total value of GBP 161.206 mil (USD 207.811 mil) in
                                                                                                                   cash, via an unsolicited offer in scheme of arrangement transaction.

Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                                                                                                              April 2019
PwC                                                                                                                                                                                               20
Developed economies continue to be the favoured
outbound destinations, among which, North America and
Europe came in top two in terms of volume in 2018

                                         Outbound M&A deal volume by region of destination
                                                         2018 vs. 2017

                              North America                      Europe
                                                                                              Asia Pacific

                                                                9        7
                                 34              18
                                                                                 3
                                                                                          6

                                                                     0
                                                0                            1
                                                                                      3       1
      2018                                               0

      2017
                                         South America              Africa
                                                                                          Oceanic
Source: ThomsonReuters, ChinaVenture and PwC analysis

2018 M&A Review — China Pharmaceutical Sector                                                                April 2019
PwC                                                                                                                 21
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