Chapter 54: The Opponent Appears
In order to acquire Jaguar and Land Rover, Han Hao spared no expense this time and set up a professional M&A team.
Goldman Sachs was responsible for the overall coordination of the project, as well as the evaluation of the acquired assets, as well as the financing package following the acquisition. PwC was responsible for the acquisition, financial advisory, including due diligence on operating costs, information technology, pensions and asset position. Fulder Law Firm is responsible for all legal aspects of acquisitions, with a particular focus on intellectual property rights. Ogilvy & Mather was responsible for building the image of Han Hao and the acquisition team, including timely follow-up with media and government communications.
It can be seen that the M&A team is a top multinational company, and for such a large-scale cross-border M&A, China does not have professional talents, so it is necessary to find international consulting agencies to help. When Chinese companies go abroad, they are at a loss and must find a teacher to learn.
When signing contracts with these institutions, Han Hao's attitude was very clear, that is, half of the money was paid first, and the other half would be settled after the merger and acquisition was successful. If the project fails, then the other half has no money. He had to let these professionals work together in the same boat, and according to the convention, consulting services are paid according to time and project, but Han Hao only gave a fixed price.
This kind of gambling operation has made many multinational consulting companies that originally intended to join retreat, but some people still dare to follow up, after all, there is a high probability of successful mergers and acquisitions in their internal calculations.
"You have to keep your mouth shut about anything about an acquisition during the negotiations! Any media interviews must be accompanied by our staff and vetted by us beforehand, so it's better to isolate yourself from them.
The media are not too troublesome to deal with, they will think of all kinds of traps for you to fall into, and American journalists are much more 'bad' than you in China. ”
Ogilvy PR staff explained to Han Hao that remaining silent during the merger and acquisition was the best way to deal with it.
This cross-border merger and acquisition is inevitable, and Han Hao made a sealed gesture towards the other party, indicating that he understands how to deal with it.
"Your private meeting with Bill Ford in the evening is a great opportunity to show him that Jaguar and Land Rover are better off when they are in their hands.
If you can, you can ask for a good personal relationship with the current CEO through him. In this merger, price is key, but money can't solve all problems. Sometimes, a single word from a board member is enough to change the course of a project. ”
The people sent by Ogilvy PR are still very responsible, and in addition to media relations, they also teach Han Hao some additional knowledge of local customs.
Han Hao maintained a good personal relationship with Bill Ford, so this time he visited the United States, and the other party invited him to his home on his estate.
Sending a gift from Jiangzhou, this is a "Spring Residence in Fushan" woven and embroidered with Suzhou embroidery techniques, which contains strong Chinese cultural characteristics.
Bill Ford was very happy to see it, and repeatedly said that it was very magical, and praised the first-class Chinese silk craftsmanship.
While Han Hao was having a good conversation with Bill Ford, Zhonghua Group's international M&A team began to approach Ford, and the other party opened up a part of the database for them to conduct detailed due diligence.
Although Bill Ford is the chairman of Ford Motor, the power to sell Jaguar and Land Rover is not in his hands, but is decided collectively by the board of directors.
"Han, we'll choose whichever way is best for Ford to sell! My friendship with you will only be on your side when the scales are balanced. ”
The next day, under the leadership of Bill Ford, Han Hao met Ford CEO Murali, a thin middle-aged man with tremendous energy.
Han Hao once again expressed his desire to acquire the Jaguar and Land Rover brands, saying that the Chinese market will be the key to their revival. And the Chinese government supports him, and he has full confidence that he can get Jaguar and Land Rover out of the quagmire.
"I agreed with the board to find a good home for Jaguar and Land Rover. Your Chung Hwa Group is one of the candidates, but in addition to the price, we are also concerned about your targeted follow-up development plan.
Although the sale is already a certainty, you have a lot of competitors. In the end, who to sell to, in the end, it depends on strength. ”
Mulally responded kindly, giving Han Hao only 15 minutes to meet because he had to meet with the presidents of Ford's various regions to discuss the global integration plan.
While Han Hao was intensively meeting with Ford's senior management for personal public relations, Tata Motors, a strong rival in the merger, did not move, making him wonder if Ratan really intended to participate in this merger and acquisition game.
Say Cao Cao, Cao Cao will appear!
"Ratan was at Jaguar and Land Rover's UK factory yesterday, where he met with union leaders and union representatives. At the scene, he officially announced his participation in the acquisition of the Jaguar and Land Rover brands, and assured the union that he would not lay off any of the more than 17,000 workers at the British factory once he gained control. ”
Collecting information about competitors is also the task of Ogilvy & Mather's public relations, and the resident staff urgently informed Han Hao of this breaking information.
"Today, Rattan will meet with relevant people from the British government and is expected to continue discussions on the future of the Jaguar and Land Rover brands.
It is expected that after the end of their trip in the UK, they will also organize a delegation to the Ford headquarters in the United States to formally submit a letter of intent for the merger and acquisition, and prepare to participate in the first round of bidding. ”
Jaguar and Land Rover are spun off from Rover Motors, and their headquarters and R&D centers have been set up in the United Kingdom, with Europe and the United States being their two main sales markets. Among them, the European market accounts for 60% of Jaguar and Land Rover's sales, which can be described as their home turf.
Compared with Han Hao, who came to the United States in a hurry, Rattan, who has experience in cross-border mergers and acquisitions, knows the key to mergers and acquisitions, and the first thing he visited was the union of Jaguar and Land Rover and the local government.
It seems that Tata Steel's successful acquisition in Europe has become the world's fifth largest steel company, giving Latan enough confidence to compete with Chinese companies.
As soon as Han Hao heard it, he knew that things were not optimistic, and he must know that the biggest obstacle to SAIC's merger and acquisition of Ssangyong Automobile was that the union did not cooperate, resulting in the inability to continue the integration. Foreign trade unions are not as easy to get along with as they are at home, and the three major U.S. auto companies have not been able to take advantage of the negotiations with the trade unions, and now they are being dragged down.
If Tata Motors were to get the unions and the British government in check, they would have a competitive advantage, and they would likely win out on a price difference.
"I'm going to take a trip to the UK as well! Tata Motors has promised not to lay off employees, and I can do the same.
Although I don't have much experience working with trade unions, I believe that development is the key to solving all problems, and as long as you get the Jaguar and Land Rover brands up, you can get the support of the workers. ”
made a quick decision, and Han Hao immediately confirmed the itinerary to the United Kingdom.
His visit to the United States this time is mainly to show the sincerity of the merger and acquisition, and the specific affairs are carried out by the merger and acquisition team. Therefore, after the meeting with Ford's senior management was basically completed, he could find time to maneuver, and it was logical to go to the UK in the name of field investigation.
Although it has only been 3 days since the connection to Ford's database, the M&A team still gave preliminary results of due diligence before Han Hao left.
The two brands of Jaguar and Land Rover look mixed, and there are many differences from the previously imagined situation.
The good news is that the two major brands of Jaguar and Land Rover have complete long-term plans, and many models have been approved internally, but the lack of capital investment has been stagnant. According to the plan, both Jaguar and Land Rover have preparations for sinking models, and intend to develop in the field of entry-level luxury cars. This will greatly increase sales and will not become a niche brand.
In addition, their R&D centers are relatively independent, and they can exist independently without the support of Ford, and once they leave the Ford family, they will not be driven by internal forces.
The worrying aspect is that there is a big mine buried under the two major brands, and if it is not handled properly, it will blow up the receiver.
Jaguar and Land Rover owe up to $2 billion in pensions and other benefits to workers, and this big hole has surfaced for the first time.
Secondly, the two companies have insufficient liquidity on their books, and if they want to develop in the future, they must each invest no less than $1 billion in start-up capital, and at the same time, they must bear losses that continue for many years.
After the other two brands entered the Ford family, they have stopped independent research and development in the engine field and rely entirely on Ford to provide engines. If it is sold, both Jaguar and Land Rover will face a "heart shortage" in the future.
The last trouble is that Jaguar and Land Rover use many of Ford's patents, and once Ford terminates the license in the future, the two brands will be immediately paralyzed.
Although the due diligence found many new circumstances, Han Hao still decided to continue with the merger and acquisition, because the building of a world-renowned brand takes a long time in addition to throwing money.
Jaguar and Land Rover are well-known luxury brands, and Zhonghua Group can pick up ready-made ones, and no longer need to bother to cultivate them themselves, the most important thing is that time waits for no one.
Before Han Hao stepped on the plane to the UK, Ogilvy and Mather PR officers stopped him in a hurry, because they could not make an appointment to arrange a meeting between the British government and the Chinese guests.
"Han, you're in a hurry! Suddenly you went to England, and we used all our connections to arrange for you to meet with the union leaders and visit the factory. But the top of the government, especially those who have influence on the M&A, don't have the time to meet with you.
If you can, we recommend that you come back in half a month so that everything will be arranged. ”
Foreign public relations companies are also responsible for lobbying, so they will also take action in arranging political and business relations. This time, Han Hao temporarily decided to travel to the UK, and they did not have time to arrange a meeting with heavyweights.
"Tata Motors are our strong opponents, at least in terms of chips I have to not lose to them. Thank you for the unions, and as for the meeting with the British government, I think the Chinese government might be able to help.
No matter how familiar you are with the operation, it is just a company, and unlike the Chinese government, they are the giants. You must know that the Chinese government supports me to go overseas for mergers and acquisitions, and maybe my biggest backer can help with this. ”
Han Hao had a plan in mind, and he contacted the embassy in advance, hoping to get help getting in touch with the British government.
Sure enough, the embassy in the UK gave a satisfactory answer. With the official intervention of the Chinese government, the British side took it seriously, and the minister in charge of commerce agreed to take time to meet with Han Hao and listen to his views on the handling of the Jaguar and Land Rover brands.
There is an old Chinese saying that "two peaches kill three soldiers", and now Ford Motor has come up with a game of "one peach and two soldiers", allowing the Chunghwa Group and Tata Motors to use all their resources to compete.