1 Private equity briefing: SEA Private equity briefing: Southeast Asia March 2018
1Private equity briefing: SEA
Private equitybriefing:Southeast AsiaMarch 2018
2Private equity briefing: SEA
This quarterly briefing offersyou a roundup of the privateequity and venture capitaldeals along with capitalactivities across majorsectors in the quarter andtrends that are shapinginvestment decisions today.
It distills the perspectives ofour teams of subject-matterprofessionals in the regioninto pertinent insights tokeep you ahead in navigatingthe private equity landscape.
3Private equity briefing: SEA
Contents4 6 11
1Outlook
2Investments
3Exits
4Fundraising
6Country infocus:Philippines
8Our PEserviceofferings
5Digital valuecreation
7Recent UStax reform
14 16 20 24 27
4Private equity briefing: SEA
Private equity (PE) and venture capital (VC) investment activity across SoutheastAsia delivered a strong performance in 2017 with a total US$5.9b worth of dealscompleted. Dry powder climbed into record territory and 2018 is already off to aphenomenal start with the completion of deals worth over US$17b in January.
PE and VC investment activity in 2017 was up 20% against prior year, with 101 deals completed, valued at US$5.9b incomparison to 112 deals worth US$4.9b in 2016. Exit value went down from US$7.5b in 2016 to US$4.2b in 2017,though exit count remained active with 29 exits completed in 2017 versus 31 exits in 2016.
The largest deal in 2017 was Macquarie Infrastructure and GIC’s US$1.3b acquisition for a significant minority stake inEnergy Development Corp, a leading vertically-integrated geothermal producer in Philippines. Other large deals for2017 took place in the real estate sector, notably the privatization of ARA Asset Management by Warburg Pincus.
The technology sector is buzzing yet again. Deals completed in the technology sector surged to a record 62 deals outof the total 101 deals completed in 2017. The technology sector will remain a high priority, steering growth in PE andVC investments in the region.
The surge in fundraising for the Asian markets have been a major headline in 2017. The rise in fundraising activityreflects investor’s confidence in the region, which will drive activity in the upcoming quarters. We are alreadywitnessing a strong start to 2018 with the completion of US$5b acquisition of Equis Energy and the US$12bprivatization of Global Logistics Properties, which will go down as one of the largest PE buyout deals completed in Asiato date, both which were announced during 2H17.
Trends we are seeing in 2018
Outlook1
Note: PE and VC includes private equities, venture capitals and sovereign wealth funds (SWFs)Note: Our analysis in this newsletter are based solely on PE and VC deals that are reported to be completed.Announced deals are not included in the analysis but are referred to where relevant in the commentary.
• Technology continues to be the value creation lever: PE firms embrace digital technologies as a driver of returnsand a differentiator in an increasingly crowded competitive environment. PE firms look to help investees embrace adigital mindset that permeates all aspects of their business.
• Megadeals make a comeback: The combination of enormous amounts of dry powder, the growing trend of co-investing and an increasingly active group of large direct investors is fueling the likelihood of future of deals aboveUS$1b.
5Private equity briefing: SEA
Luke PaisPartner and EY Asean LeaderM&A and Private EquityErnst & Young CorporateFinance Pte Ltd
“ We expect 2018 to be an exciting year for PE activity in Southeast Asia. On the onehand there is a lot of capital to invest and on the other, we see a lot of demand forthis capital.”
• PE firms must be able to articulate their value-add: Increasing competition hasdriven the need for PE firms to articulate a differentiated source of value-add aboveand beyond their ability to invest capital. This might include operational expertise; theability to help firms access new markets or open doors to new customers; access to afirm’s network of relationships; or a vision for the company that aligns with a founder,owner or management team.
• Shadow capital will increase: There is an increasing prevalence of shadow capital asinstitutional investors, sovereign wealth funds and family offices become savvier andbegin to deploy capital directly.
• Private debt will start to gain traction in the region: Today, global private debt forassets under management (AUM) stands at over US$600b, which is about a four-foldincrease from where it stood in 2006. While private debt is well established indeveloped markets, it is at a nascent stage Southeast Asia. We expect this market tostart developing in 2018.
• Corporate divestments expecting to see a rise, presenting opportunities for PEfirms: More than ever, divestments are at the core of companies’ growth andtransformation strategies. The EY Global Corporate Divestment Study 2018 found that83% of companies in Asia-Pacific plan to divest within the next two years, more thandouble the number in 2017 (35%) and an extraordinary increase from 15% in 2015.
In this issue, we will share our perspective on value creation in the digital age, which isnow a vital aspect to achieving success and transforming traditional businesses intotechnology enabled competent enterprises. This has become ever more important giventhe high entry multiples and competitive business environment in the region. We believethis will be a significant lever for PE returns over the next cycle.
According to the World Bank, Philippines is the 10th fastest growing economy in theworld, stimulated by rising consumption, sustained remittance inflows, stableinvestments, improved government spending and accommodative monetary policies. Thisvibrant economic landscape is expected to translate into increased M&A activities. We willtake a closer look at the Philippines, as well as recently announced US Tax Reform thathas been described as the most significant tax law changes in the US in over 30 years.
6Private equity briefing: SEA
Figure 1: Investment activity
Figure 2: Investment activity excluding large cap deals
Note: Analysis based on completed deals only; Small = deal value less than US$20m, mid = deal value of US$20m-500m, large = deal value more than US$500m;based on deal values disclosedSource: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
Investments2► The final quarter of 2017 witnessed the completion of
21 deals through which PE and VC invested US$894macross the Southeast Asia region.
► Deal activity in 4Q17 was lower than that in thepreceding quarter where PE and VC closed 28 deals,investing US$2.4b in the region.
► However, the aggregate investment for small and midcap deals in 4Q17 was higher than the previous quarteras well as during the same period last year, i.e., 4Q16.
► 2018 will witness a significant boost to PE activity inthe region due to recent headline deals completed in1Q18 – Global Logistic Properties for US$12b andEquis Energy for US$5b.
0
10
20
30
40
0
500
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ealc
ount
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7Private equity briefing: SEA
Table 1: Top investments in 4Q17
Investmentdate
Company Country Sector Value(US$m)
Acquirer or investor
Nov-17 Cube Highways andInfrastructure Pte. Ltd. Singapore Other sectors
(construction) 308.0 Abu Dhabi InvestmentAuthority
Oct-17 Dragon Capital GroupLimited Vietnam Wealth and asset
management 123.7 Caldera Pacific (Hong Kong) Limited,Samsung Securities Co., Ltd.
Nov-17 Fullerton HealthcareCorporation Limited Singapore Health care 121.1 Ping An Ventures
Dec-17 Tessa TherapeuticsPte Ltd. Singapore Life sciences 80.0 Temasek Holdings, EDBI, Heliconia
Capital, Heritas, Karst Peak Capital
Nov-17 aCommerce Group Ltd. Thailand Media andentertainment 65.0 Emerald Media, Blue Sky, MDI Ventures
and DKSH
Source: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
Vikram ChakravartyPartner and EY Asean LeaderTransaction Advisory ServicesErnst & Young Solutions LLP
“With record levels of dry powder we are expecting to see increased activity acrossSoutheast Asia. However new approaches to investment are essential as PE tackle anewly demanding economic environment. Investing and doing nothing is no longeran option.”
8Private equity briefing: SEA
-
20
40
60
80
100
120
140
160
0
2,000
4,000
6,000
8,000
10,000
12,000
2014 2015 2016 2017
Dea
lcou
nt
Dea
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ueU
S$m
Singapore Malaysia Thailand Indonesia Vietnam Philippines Cambodia or Myanmar Deal Count
-
20
40
60
80
100
120
140
160
0
2,000
4,000
6,000
8,000
10,000
12,000
2014 2015 2016 2017
Dea
lcou
nt
Dea
lval
ueU
S$’m
Small cap Mid cap Large cap Deal count
Annual investment activity► In 2017, PE and VC recorded a total investment of US$5.9b across Southeast Asia, with the completion of 101
deals. While the total deal count in the region declined in 2017 from 2016 (112 deals), the total investment valuewas higher than that in 2016 (US$4.9b). Excluding the large cap deals, the total investment for mid cap and smallcap is US$2.7b in 2017, an increase from US$2.0b in 2016.
► Investments by PEs in 2017 is estimated to be c.80% of total deal value, with remaining c.20% being VCs andsovereign wealth funds. In terms of deal count, investments by PE in 2017 is estimated to be c.35% of total dealcount (majority of the deal counts are VCs).
► Singapore maintained its lead in 2017 with the highest deal value (US$3.2b), followed by Philippines (US$1.6b),Vietnam (US$0.4b) and Indonesia (US$0.3b). Total deal value in Malaysia has declined as no large cap deal wascompleted in 2017.
► In terms of deal count, Singapore leads with 51 deals completed, followed by Indonesia (20), Vietnam (10) andMalaysia (9). Majority of deal activities over the past four years are concentrated in Singapore, Indonesia andMalaysia, with Vietnam gradually increasing in deal count every year.
Figure 3: Investment activity by deal size
US$6.0b
US$2.2b
US$4.9bUS$5.9b
Note: Analysis based on completed deals only; Small = deal value less than US$20m, mid = deal value of US$20m-500m, large = deal value more than US$500m;based on deal values disclosedSource: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
54%
85%
60%54%
15%
42%
4%
35%
5%
42%
4%
Large cap deals► Go-Jek
(Indonesia)► GrabTaxi
(Singapore)► Nirvana Asia
(Malaysia)► Edotco
(Malaysia)
Large cap deals► Energy Development Corp
(Philippines)► ARA Asset Management
(Singapore)► Sea Ltd (Singapore)► Croesus Retail Trust
(Singapore)
Figure 4: Investment activity by country
Large cap deals► Olam
International(Singapore)
► Goodpack(Singapore)
107
147
112
101
US$6.0b
US$2.2b
US$4.9bUS$5.9b
107
147
112
101
68%
71%
41%55%
3%3%9%3%10%1%
7%
13%1%
6%5%
35%
17%
3%
2%
2%
27%6%
5%2%4%
1%
9Private equity briefing: SEA
Annual investment activity (cont’d)► The technology sector has been a major segment driving PE and VC deal activity in the region over the years. Total
deal value has declined in the technology sector for 2017, while deal count increased significantly. The technologysector will continue to be a strong driver of deal activity as more companies and business models of scale emerge.Headline deals in this sector for 2017 include Sea Ltd’s US$550m and Airtrunk’s US$307m fund raised.
► Health care, life sciences and real estate have experienced an increase in deal activity. Notable health care and lifescience deals include Ping An’s investment in Fullerton Healthcare, Temasek’s investment in Tessa Therapeutics andCreador Capital’s investment in PT Medikaloka.
► Deal count in the consumer sector has declined in 2017, while total deal value has increased. A majority of dealactivity in the consumer sector is concentrated in Indonesia and Vietnam. Investors appetite for consumer targetsremained high amid the expanding middle class in the region, however, there is tough competition for quality assetsfrom both financial and strategic investors.
Note: Analysis based on completed deals only; *based on deal values disclosedNote: **Financial services include banking, capital markets and insurance sectors; Other sectors include business services, oil and gas, public sector, etc.Source: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
Figure 6: Deal value* by sector
Figure 5: Deal count by sector
107 147 112 101
US$6.0b US$2.2b US$4.9b US$5.9b
30%
23%
21%
4% 7% 6%
23% 22% 17%
7%
7% 4%4%
2%
4%4%
5%
8%
35%34% 42%
61%
5%1%
2%3%4%
5%2%
5%3%1% 3%
1%15%
22% 19% 13%
0%
20%
40%
60%
80%
100%
2014 2015 2016 2017
%of
deal
coun
t
Financial services** Consumer products & retail Diversified industrial services Health care & life sciences TechnologyMedia & entertainment Real estate Power & utilities Other sectors**Power and utilities
Health care and life sciences
1% 6% 1%
51%
17%
5% 8%
25%
8%
10% 4%
2%
5%
4% 5%
9%
32%48%
30%
1%
4%
11%
23%
1%
7% 22%
6%14%
33%
9%
0%
20%
40%
60%
80%
100%
2014 2015 2016 2017
%of
deal
valu
e
Financial services** Consumer products & retail Diversified industrial services Health care & life sciences TechnologyMedia & entertainment Real estate Power & utilities Other sectors**
Media and entertainmentConsumer products and retail
Media and entertainment
Consumer products and retail
Power and utilities
Health care and life sciences
10Private equity briefing: SEA
Investmentdate
Company Country Sector Value (US$m) Acquirer or investor
Sep-17 Energy DevelopmentCorporation (EDC) Philippines Power and utilities 1,282.2 Macquarie Infrastructure & Real Assets
Pty Ltd., GIC Pte Ltd.
Apr-17 ARA AssetManagement, Ltd. Singapore Real estate 704.0 Warburg Pincus LLC, Avic Trust
Oct-17 Croesus Retail Trust Singapore Real estate 652.0 Blackstone Group
May-17
Sea Ltd. (formerlyknown as GarenaInteractive HoldingLtd)
Singapore Technology 550.0
Farallon Capital Management LLC,Hillhouse Capital, Global Digital Prima PT,Cathay Financial Holding, JG Summit, Uni-President Enterprises Corp
May-17 SPi Global Holdings,Inc. Philippines Technology 330.0 Partners Group Holding AG
Nov-17 Cube Highways andInfrastructure Pte. Ltd. Singapore Other sectors 308.0 Abu Dhabi Investment Authority
Feb-17 Airtrunk Pte Ltd. Singapore Technology 307.1 Goldman Sachs & Co, TPG CapitalManagement LP
Apr-17 Masan GroupCorporation Vietnam Consumer
products and retail 250.0 KKR & Co LP
Mar-17 Innovalues Pte Ltd. Singapore Diversifiedindustrial products 238.5 Northstar
July-17 PT. TravelokaIndonesia Indonesia Technology 150.0 China’s JD.com, East Ventures, Hillhouse
Capital Group, and Sequoia Capital
Aug-17 Iflix Sdn Bhd. Malaysia Technology 133.0EDB Investments, Liberty GlobalVentures, Catcha Group, JungleVentures, Evolution Media Partners
► Southeast Asia’s PE and VC deal activity has grown at c.20%, rising from US$4.9b (2016) to US$5.9b (2017). Weexpect deal activity to continue its upward momentum over the next few years with dry powder currently at arecord high. There have been notable PE investments that have been announced recently.
Table 3: Top investments recently announced
Annual investment activity (cont’d)Table 2: Top investments in 2017 – Completed deals
Source: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
AnnouncedDate
Company Country Sector Value(US$m)
Acquirer or investor
Jul-17(Completed Jan-18)
Global LogisticProperties Limited Singapore Real estate 12,000
HOPU Logistics Investment Management,Hillhouse Capital Logistics Management,SMG Eastern, Bank of China GroupInvestment and Vanke Real Estate
Oct-17(Completed Jan-18)
Equis Energy Pte Ltd. Singapore Infrastructure 5,000CIC Capital Corporation, GlobalInfrastructure Partners, Canadian PublicSector Pension Investment Board
Dec-17(Not completed)
INTI InternationalUniversity & College Malaysia Education 180.0 Affinity Equity Partners
Jan-18(Completed Jan-18)
APIIT EducationGroup Malaysia Education 180.8 KV Asia Capital
Jan-18(Completed Jan-18)
PSB Academy Singapore Education Undisclosed Intermediate Capital Group (ICG)
11Private equity briefing: SEA
Exits3
Figure 7: Exits activity
Figure 8: Exits activity excluding large-cap deals
Note: *Warburg Pincus and Credit Suisse were both reported to have maintained a minority stake in the listed entityNote: Analysis based on completed deals only; Small = deal value less than US$20m, mid = deal value of US$20m-500m, large = deal value more than US$500m,based on deal values disclosedSource: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
► There remains limited disclosure around PE exits in theregion, with a number of deals going unreported andtherefore not captured by the analysis.
► 4Q17 saw total exit value of US$3.3b through 8 dealscompleted. The total exit value for 4Q was the highestrecorded quarter for 2017 due to large-cap exits.
► Three large-cap exits of 2017 took place in 4Q.Notably, the sale of PT Bank Danamon Indonesia byTemasek, sale of Global Gateway Logistics City byBaring PE Asia and the IPO of Vincom Retail byWarburg Pincus and Credit Suisse.*
-
2
4
6
8
10
12
14
16
0
1,000
2,000
3,000
4,000
1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17D
ealc
ount
Dea
lval
ueU
S$m
Small cap Mid cap Large cap Deal count
-
2
4
6
8
10
12
0
200
400
600
800
1,000
1,200
1,400
1,600
1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17
Dea
lcou
nt
Dea
lval
ueU
S$m
Small cap Mid cap Deal count
12Private equity briefing: SEA
Table 4: Top exits in 4Q17
Note: *Reported that Warburg Pincus and Credit Suisse sold their shares but maintained a minority stake in the listed entitySource: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
Investmentdate
Company Country Sector Value(US$m)
Sponsor Type
Dec 17 PT. Bank DanamonIndonesia Tbk. Indonesia Banking and
capital markets 1,172.5 Temasek Holdings Pte Ltd. Trade sale
Nov 17 Global GatewayLogistics City Philippines Real estate 750.0 Baring Private Equity Asia Trade sale
Oct-17 Vincom Retail JSC* Vietnam Real estate 740.0 Warburg Pincus, Credit Suisse IPO
Oct 17 Myanmar Distillery CoLtd. Myanmar
Consumerproducts andretail
494.4 TPG Capital LP Trade sale
Nov 17 Traphaco JSC Vietnam Life sciences 79.7 Mekong Capital Ltd. Trade sale
Dec 17 Goodrich Global PteLtd. Singapore
Consumerproducts andretail
21.7 Dymon Asia Private Equity Trade sale
Oct 17 HG PowerTransmission Sdn Bhd. Malaysia Other sectors 21.0 Navis Capital Partners Limited;
Kemuncak Agresif (M) Sdn Bhd. Trade sale
Geophin GeorgePartnerTransaction Advisory ServicesErnst & Young Solutions LLP
“ In order to maximize value during the exit process, it is important to plan early. Inparticular, anticipating the shortlist of buyers, understanding the value propositionfor each buyer and articulating that tailored discussion to each buyer will help todrive that value.”
13Private equity briefing: SEA
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12,000
2014 2015 2016 2017
Dea
lcou
nt
Dea
lval
ueU
S$m
Small & Mid cap Large cap Deal count
Annual exit activity► PE and VC exit counts have averaged around 30 deals per year. The total exit value recorded in 2017 was US$4.2b
across Southeast Asia, a decline from US$7.5b in 2016. Large-cap exits in 2017 include the IPO of Vincom Retail,sale of Global Gateway Logistics City (exited by Baring PE) and the sale of PT Bank Danamon (exited by Temasek).
► In terms of exit count in 2017, Singapore continues to lead with 7 exits completed, followed by Vietnam with 6exits. Philippines and Indonesia lead in terms of exit value due to the large-cap exits.
► There have been notable exits that have been announced recently i.e., Aspion Sdn Bhd (Southern Capital), PSBAcademy (Baring PE Asia) and Austasia (Proterra Investment Partners).
Figure 9: Exit activity by deal size
Note: Analysis based on completed deals only; Small = deal value less than US$20m, mid = deal value of US$20m-500m, large = deal value more than US$500m;based on deal values disclosedSource: Thomson One, Dealogic, S&P Capital IQ, Pitchbook and Mergermarket
Large capdeals► Stats ChipPac
Limited(Singapore)
► IJM Land(Malaysia)
Large capdeals► PT Bank
Danamon(Indonesia)
► GlobalGatewayLogistics City(Philippines)
► Vincom Retail(Vietnam)
Large capdeals► Jaya
Holdings(Singapore)
US$2.9b
US$4.1b US$4.2b
36
26
3129
17%
83%
57%
43%
68%
32%
63%
37%
Large cap deals► PT Mitra Keluarga Karyasehat
(Indonesia)► Nirvana Asia (Malaysia)► Lazada Group (Singapore)► FCI Asia (Singapore)► Intouch Holdings (Thailand)
Table 5: Top exits in 2017 – Completed deals
Investmentdate Company Country Sector Value
(US$m) Vendor Type
Dec-17 PT Bank DanamonIndonesia Tbk. Indonesia Banking and
capital markets 1,172.5 Temasek Holdings Pte Ltd Trade sale
Nov 17 Global GatewayLogistics City Philippines Real estate 750.0 Baring Private Equity Asia Trade sale
Oct-17 Vincom Retail JSC Vietnam Real estate 740.0 Warburg Pincus, Credit Suisse IPO
Oct-17 Myanmar DistilleryCo., Ltd. Myanmar Consumer
products 494.4 TPG Capital LP Trade sale
May-17 SPi Global Holdings,Inc. Philippines Technology 330.0 CVC Capital Partners Limited Secondary sale
Mar-17PRASACMicrofinanceInstitution Ltd.
Cambodia Banking andcapital markets 186.0
Belgian Investment Company forDeveloping Countries SA (BIO), DragonCapital Group Limited and NederlandseFinancierings-Maatschappij voorOntwikkelingslanden N.V. (FMO)
Trade Sale
Apr-17 Orange ValleyHealthcare Pte Ltd. Singapore Other sectors 118.0 KV Asia Capital Trade sale
US$7.5b
Small and mid cap
14Private equity briefing: SEA
Fundraising4► According to Preqin, the total PE and VC dry powder
for Asia-Pacific has reached a record level high ofc.US$270b at end of 2017 (2016: c.US$225b).
► The surge in fundraising activity comes as globalinvestors continue allocating capital to tap growingmarkets in the region backed by economic momentum.Southeast Asia remains one of the higher growthregions globally.
► In 4Q17, a total of US$6.7b fund was raised for fundswith Southeast Asia focus (domicile in Asia-Pacific), anincrease of almost two-fold compared to the previousquarter.
► The increase in 4Q17 is solely attributed to AffinityEquity Partners’ US$6b Asian buyout fund (AffinityAsia Pacific Fund V). The vehicle will invest in growthmarkets of Southeast Asia and China, as well as themature markets such as South Korea, Australia andNew Zealand.
► Total fund raised for 2017 amounted to US$14.9bfrom a total fund count of 38, an increased of 163%from US$5.7b in 2016. PE funds accounted for 86% oftotal funds raised in 2017, with remaining 14% beingVC funds.
-
5
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1,000
2,000
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7,000
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1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17
Fund
coun
t
Fund
rais
edU
S$m
PE Fund raised ($mn) VC Fund raised ($mn) Fund counts
Figure 10: Fund raising activity* – Asia-Pacific domicile funds with Southeast Asia focus
Note: *Analysis includes all fund types i.e., growth, early stage or venture, real estate, infrastructure, mezzanine, special situations, etc. It includes funds that arebased out in Asia-Pacific and have a mandate to invest in Southeast Asia along with other geographic regions.Source: Preqin
PE fund raised VC fund raised
15Private equity briefing: SEA
► We are currently witnessing record level of dry powder in Asia. The two largest funds raised in 2017 with SoutheastAsia as a region of focus include KKR raising US$9.3b and Affinity Equity Partners raising US$6b. In addition topure play PE, there is an increasing prevalence of shadow capital as institutional investors, sovereign wealth fundsand family offices become savvier and begin to deploy capital directly.
► Competition for quality assets has become ever more competitive with corporate acquirers continuing to competefor assets. Increasingly, PE firms must be able to articulate a differentiated source of value-add above and beyondtheir ability to invest capital.
Table 6: Top Asia-Pacific domicile funds raised in 2017 – with Southeast Asia region among the location focus forinvestment
Table 7: Top non-Asia-Pacific domicile funds raised in 2017 – with Southeast Asia region among the location focusfor investment
Note: *Estimated close date by PreqinSource: Preqin
Fund name Closed date Manager Type Final size(US$b)
Location focus Industryfocus
Affinity AsiaPacific Fund V Dec-17*
AffinityEquityPartners
Buyout 6.0 Southeast Asia, China, Australia, NewZealand, South Korea Diversified
SSG CapitalPartners IV Aug-17 SSG Capital
ManagementSpecialsituations 1.7 China, India, Southeast Asia Diversified
Gateway RealEstate Fund V Mar-17 Gaw Capital
Partners Real estate 1.3 Greater China, Japan, South Korea,Southeast Asia, Australia Real estate
Axiom Asia IV Jan-17Axiom AsiaPrivateCapital
Fund offunds 1.0 Greater China, India, Japan, Southeast
Asia, South Korea, Australia Diversified
Fund name Closed date Manager Type Final size(US$b)
Location focus Industryfocus
KKR Asian Fund III Jun-17 KKR Buyout 9.3 Southeast Asia, Australia, China, India,Japan, South Korea Diversified
Blackstone RealEstate PartnersAsia II
Oct-17 BlackstoneGroup Real estate 5.0 China, India, Southeast Asia and
Australia Real estate
16Private equity briefing: SEA
Value creation in the digital age: where do you start?
Digital valuecreation5
This component includesboth internal planning andanalysis againstcompetitors
1.Corporate
digital strategy
1A.Disruptions
1B.Productivity
• Full potential• Build vs. buy• Digital governance• Digital transformation
2. Digital business plan
2A.Innovation
2C.Operations
2B.Customer experience
3. Capability building
3A. Organic building• Proof of concept• Implementation
• Valuation• Integration
3B. Inorganic building• Origination• Diligence
New capabilities laythe groundwork fornew strategicoptions
EY Digital Strategy Architecture
► EY regards the continuous disruption of marketsand businesses today as a state of superfluidmarkets. Ubiquitous access to technology isenabling changes across the enterprise, and also tobusiness models, products, services or experiencesof competitors. This continuous disruption isleading to improved customer experiences from avariety of competitors, permanently changingcustomer expectations and forcing incumbents torespond.
► As recurring acquirers, PE firms need toacknowledge that their acquisitions should disruptor risk being disrupted as even the S&P 500companies are seeing lifespans reduced by adecade. PE firms need to hire people whounderstand the impact of digital on business and
can help to better assess risk and reward inassociated deals. New assessments need to beapplied to change the way that they formulate M&Aprocesses from strategy to execution andthroughout integration. This can have a significantimpact on the value creation story.
► For an acquisition or merger to create value, thecombination must become more than the sum ofthe parts. Realizing latent potential requires best-in-class integration and digital strategies thataddresses risks and seize opportunities andsynergies.
► At EY, we utilize Digital Strategy Architecture(DSA), a top-down approach to driveimplementation and resource allocation foreffective transformation and value creation.
17Private equity briefing: SEA
Key questions to assess the fit of your business model fit for a digital world► How is the industry you operate in disrupted by digital?
► Which companies and new business models are most disrupting your industry?
► How are your competitors responding to the industry disruption?
► How can digital enable you to optimize your operations to improve efficiency?
► To what extent does your business strategy mitigate the risks while leveraging the potential opportunities fromdigital disruption and productivity enhancement?
Disruption has already begun and its impact is expanding
Is your portfolio composed of disruptors? Are your holdings being disrupted?The EY Digital Disruption Index™ tracks how fast and how much disruption is happening in each industry. The scale ofrelevant industry disruption and digital maturity of your holdings will determine the possible courses of action,including evaluating existing business models to protect their business value and earn meaningful revenues fromdigital.
Utilities
TechnologyOil and gas
TelecommunicationsRetail
Basic resourcesReal estate
Construction and materials
Media
Food and beverage
Personal and household goods
Chemicals
Industrial goods and services
Financial services
Automotive and parts
Insurance
Banks
Travel and leisureHealth care
► Deeper understanding of industry developmentallows better corporate strategy decisions anddetermines if changes to core business models ornew business models are needed
► Potential outcomes include the need for newdigital business models, investment or evendivestment to allow for the pursuit of growthelsewhere
EY Digital Disruption IndexTM
“Digital is not an IT strategy or one-off investment. It needs a long-term capitalstrategy.”
Tony QuiPartnerEY Chief Global Digital OfficerTransaction Advisory ServicesErnst & Young LLP
Average company lifespan on S&P Index inyears (rolling 7-year average)
Actual results
18Private equity briefing: SEA
Management decisions to address dynamic markets require an assessment ofpotential value at play. This value from transforming your holdings can be assessedwith the EY Full Potential ParadigmTM (FPP) diagnostics.
Businesses looking to drive a rapid yet sustainable improvement in theirperformance or to address aspects post a digital transaction can benefit byleveraging digital as part of their initiatives.Achieving full business potential requires a dual strategy of pursuing both disruption and productivity enhancement,with the impact of digital being the removal of constraints and tradeoffs.
Our studies of successful businesses and transformations show that successful strategy can be neither long term norshort term; an organization’s strategy must encompass both, and the interactions in between. This includes pursuingsustaining innovations and focusing on the near term in existing markets to drive current revenues as well as pursuinginvestments in disruptive innovations that could lay the foundation for long-term survival and a new phase of growth.Examples of each across entire value chains are illustrated below.
► The FPP unifies fivestrategy frameworks toconsistently identify ourclient’s businessperformance potential andhelps us to identify thegaps
► The frameworks that makeup FPP assess yourbusiness growth in thecontext of competitors andoverall market to makedetailed analysis of yourrelative business position
Current businessvalue
Full potentialPerceptiongap
Performancegap
Opportunitygap
Digital asincrementalperformanceimprovement
Digital astransformational
change
Current businessvalue
Transformationalgrowth based on
disruption
Incremental growthMarket share gainIndustry growth
Current businessvalue
Marketperceptionpremium
Performance gap
Opportunity gap
Perception gap
Revenue growthdifferential
Profitabilitydifferential
Market valuationdifferential
Fullpotential value
Operationalexcellence
Optimizing pricing
Incremental costimprovements
x x =The deep understanding ofthis potential allows idealtargets to be set.
Beverage company – Shelf and productrecognition for real time stock monitoring
Wine restaurant – Virtualvineyard or augmentedreality-based menu
Beverage company –Analytics to improvemarketing returns oninvestment
Beverage company –Digital payments forprocess efficiency
Wine company – Blockchain for tracking and traceability of wine across the value chain as well asproduct quality improvement
1
Wine app – winerecommendation apps
9
Wine company -Chatbots
10Wine restaurant – Winedispenser forautomation
Beverage company – Demand forecastingfor efficient inventory management
Wine app – On-demand delivery and winerecommendation for customer satisfaction
Retail or stores Dispatch ordeliveryRaw materials Manufacturers Warehousing or
fulfillmentLogistics End customer
Digital impact leaning towardstransformational
Digital impact leaning towardsincremental improvement
2
5
4
8
3
7
6
19Private equity briefing: SEA
Strategic portfolio reviewRaising and help optimizing capital
TransactionPre-transaction Post-transaction
Buy versus buildFrom strategy, capital strategy to operations
Digital diligenceProtecting your investment
Digital portfolio strategyProtecting your investment
OriginationHelp accelerate innovation
Strategic operating modelTo integrate or not to integrate?
G. Digital governancea. Corporate venture
capitalb. Synergyc. Digital post-merger
integrationd. Digital rapid
transformation
EY tools
Offerings
Digital valuationHelp maximize return on investment
EY Transaction Advisory Services and Digital Strategy Architecture captures theelements required for an end-to-end, strategic digital transformation.
A. Growing BeyondBordersTM for digital
C. Digital Disruption Index
B. Sector digital playbooks
D. Full Potential ParadigmTM
for digital
E. EmbryonicTM
F. Transaction analytics
“Disruption is happening in all industries and it is no longer an option forcompanies to develop a fully structured and strategic digital transformation plan.”
Joongshik WangPartner and EY Asean LeaderDigital TASTransaction Advisory ServicesErnst & Young Solutions LLP
20Private equity briefing: SEA
(1.0)5.0
3.94.2
6.47.17.57.67.7
6.71.9
3.25.4
8.67.2
FishingAgriculture and forestry
Agriculture, hunting, fishing and forestry*Transport storage and communication
Other services**Personal and household goods
Real estate, renting and business activitiesPublic administration and defense
Financial intermediationService sector*
Mining and quarryingElectricity, gas and water supply
ConstructionManufacturing
Industry sector*
%
The Philippines economy maintains its growth momentum despite globalheadwinds due to sound macroeconomic fundamentals.► The Philippines economy grew 6.6% in 4Q17, bringing the gross domestic product (GDP) growth for 2017 to 6.7%.
This marks the sixth consecutive year that the Philippines has reported growth above 6.0% and places the countryas one of the fastest growing economies in Asia, following China and Vietnam. This growth trajectory is supportedby strong macroeconomic fundamentals, such as rising consumption, sustained remittance inflows, stableinvestments, improved government spending and accommodative monetary policies.
► Manufacturing, trade, and real estate, renting and business activities (RERBA) fueled growth for 2017. Theindustry sector recorded the fastest growth at 7.2%, followed by the services sector with 6.7%. Meanwhile, theagriculture sector rebounded from the 1.3% decline recorded in 2016 to 3.9% growth in 2017.
► The Philippines economic outlook remains positive, with the country expected to continue as one of East Asia’s topgrowth performers with a GDP compound annual growth rate of 6.9% from 2016-2021. The burgeoning middleclass, rising consumer confidence and higher government outlays are foreseen to become the major stimulants ofthe wider economy in the years to come.
Country in focus:Philippines6
GDP by industrial origin - 2017(at constant 2000 prices)
2017 industry growth rates %(at constant 2000 prices)
Manufacturing23.6%
Trade16.8%
Real estate11.5%
Otherservices10.3%
Agriculture7.1%
Transport7.4%
Financialintermediatio
n7.3%
Construction6.3%
Public admin4.0%
Utilities3.2%
Fishing1.4% Mining
1.0%
2017Philippineseconomy
GDP growth:6.7%
Note: *Sectors in yellow represent the three major industry classifications (industry, services and Agriculture), followed by their respective sub-sectors.**Other services include recreational, cultural and sporting activities; health and social work; sewage and refusal disposal sanitation and similar activities; and otherservice activitiesSource: Philippine Statistics Authority, Oxford Economics, World Bank
21Private equity briefing: SEA
The Tax Reform for Acceleration and Inclusion Act is projected to support thegovernment’s infrastructure rollouts and further accelerate economic growth.
► Republic Act 10963 or The Tax Reform forAcceleration and Inclusion (TRAIN) is to beimplemented in January 2018.
► The new tax reform law is expected toincrease purchasing power due to a lowerpersonal income tax rate despite higher taxeson fuel and luxury goods. Additional taxrevenues will likewise propel the government’saggressive infrastructure program. This willlikely stimulate greater investments andM&A activities in the country.
TRAIN impact on the economy
► Boost economic growth, as measured through GDP, by 2022through lowering of income tax and cash transfers to increasehousehold consumption.
► Create 2.6m jobs in the next five years with theimplementation of the Philippine government’s “Build, Build,Build” program and investments in additional social safetynets relating to education, health and housing.
► Increase inflation by 0.4% in 2018, which is within theCentral Bank’s target and is expected to dissipate in thesucceeding years.
Tax measuresPersonal income tax
Currency:PhP
Current tax law TRAIN
Annualincome
0.0k and below– 5%
250.0k andbelow – 0%
500.0k andabove – 32%
8.0m and above– 35%
13th monthpay and otherbonuses
82.0k andbelow – 0%
90.0k andbelow – 0%
Donor’s taxCurrency:PhP
Current tax law TRAIN
Gifts netdonations
Up to 15% 250.0k andabove – 6%(regardless ofrelationshipsbetween donorand recipient)
Estate taxCurrent tax law TRAIN
Family homenet estatevalue
Up to 20% 6%
Value added taxCurrency:PhP
Current tax law TRAIN
Threshold 1.9m 3.0m
Coal excise taxCurrent taxlaw
TRAIN
Per metric ton 10 1st yr - 502nd yr - 1003rd andsucceedingyrs - 150
Petroleum excise taxCurrency:PhP
Current taxlaw
TRAIN
Liquefiedpetroleum gas None
2018: 1/kg2019: 2/kg2020 andonwards: 3/kg
Diesel fuel None
2018: 2.5/liter2019: 4.5/liter2020 andonwards: 6/liter
Regular andunleadedpremiumgasoline
4.35/liter
2018: 7/liter2019: 9/liter2020 andonwards: 10/liter
Mining taxCurrent taxlaw
TRAIN
Non-metallic andmetallic minerals(includingcopper, gold, andchromite)
2% 4%
Tobacco excise taxCurrency:PhP
Current taxlaw
TRAIN
Price perpack
2017: 30.02018: 31.2
Jan-Jun 2018: 32.5Jul-Dec 2018-2019:352020–2021: 37.52022–2023: 402024 and onwards:4% annual increase
Cosmetic taxCurrent taxlaw
TRAIN
Solely forenhancingappearance
None 5%
Petroleum excise taxCurrency:PhP
Current taxlaw
TRAIN
Threshold 600.0k andbelow: 2%
600.0k and below:4%
Above600.0k to1.1m: 12.0k+ 20% excessover 600.0k
Above 600.0k to1.0m: 10%
1.1m to2.1m:112.0k +40% ofexcess over2.1m
Above 1.0m to4.0m: 20%
- Above 4.0m: 50%
*Cars excluded: electric vehicles, pick-ups*Hybrids taxed at half rates
Source: Department of Finance, National Economicand Development Authority
“The most active sectors for M&A activity in 2017 were financial services, energyand consumer goods. With the Philippine economy forecast to grow by 6.9%annually from 2017 to 2021, the aforementioned industries, with the inclusion ofthe construction sector, will continue to play a large role in upcoming M&A deals.”
Marie Stephanie C Tan-HamedPartnerTransaction Advisory ServicesSGV & Co.
22Private equity briefing: SEA
The vibrant economic landscape will translate into increased M&A activities.► The Philippines ranked 42nd out of the 125 countries in the 2018 Venture Capital & Private Equity Country
Attractiveness Index, moving up from its 45th spot in 2014. The index by the University of Navarra measures PEand VC attractiveness based on economic activity, depth of capital market, investor protection and entrepreneurialopportunities.
► M&A activity in 2017 reached 43 transactions with a total value of US$13.0b, which represented an 8.5% decline indeal volume and a 42.9% increase in deal value from 2016. Three of the top five transactions in terms of value overthe last two years occurred in 2017 alone.
► Most active sectors for M&A activity in 2017 were financial services, energy and consumer goods. With thePhilippine economy forecast to grow by 6.9% annually from 2017 to 2021, the aforementioned industries, with theinclusion of the construction sector, will continue to play a large role in upcoming M&A deals.
► Aggressive infrastructure projects would promote M&A. This is on the back of the current administration’s pledge tospend PhP8.4t on infrastructure until 2022 or up to 7.0% as a percentage of GDP through the completion of 55flagship projects.
► The Philippine Competition Act, or the landmark anti-trust law, was finally signed in July 2015. The law ensures fairmarket competition among businesses, regulates monopolies, reviews M&A deals with transaction values abovePhp1.0b (US$20.0m), and assesses whether a transaction will restrict competition in the relevant market. This willfurther increase confidence level among domestic and foreign investors as it protects and maintains a level playingfield for business opportunities.
Figure 11: Philippine M&A transactions*, 2014-2017
Table 8: Top deals in 2016-2017
Target Industry Acquirer or investor Stake Deal Value(in US$m)
Masinloc Power Partners Co. Ltd. Energy SMC Global Power Holdings Corp. 51.0% 2,400
Vega Telecom Inc. Telecommunications Globe Telecom Inc.; PLDT Inc 100.0% 1,484
Energy Development Corporation(EDC)
Energy Macquarie Infrastructure & Real AssetsPty Ltd, GIC Pte Ltd
47.5% 1,282
Republic Cement & BuildingMaterials, Inc.
Construction AEV CRH Holdings, Inc. n/a 1,238
GNPower Mariveles Coal Plant Ltd.Co.; GNPower Dinginin Ltd Co.
Energy Aboitiz Power Corporation 66.1%, 40.0%,respectively
1,200
Starmalls Inc. Construction, real estate Vista Land & Lifescapes Inc 88.3% 985
Security Bank Corporation Financial services The Bank of Tokyo-Mitsubishi UFJ, Ltd. 20% 781
Metro Pacific Investments Corp Construction, medical,transportation, utilities
GT Capital Holdings, Inc. 15.6% 641
Note: *Based on availability of deal values disclosed publiclySource: Republic Act 10667, Republic Act 10963, Solidiance M&A Opportunities in the Philippines report, MergerMarket
0
25
50
75
100
0
5
10
15
20
2014 2015 2016 2017D
ealc
ount
Dea
lval
ueU
S$b
Value of transactions in US$b No. of transactions
23Private equity briefing: SEA
Key industries for investors
Sources: International Monetary Fund, United Nations, Euromonitor, Enerdata Philippine report, BMI, Construction Intelligence Center, MarketLine, Bloomberg,Business Monitor International (BMI)
“The Philippines economic outlook remains positive, with the country expected tocontinue as one of East Asia’s top growth performers. The burgeoning middleclass, rising consumer confidence and higher government outlays are foreseen tobecome the major stimulants of the wider economy in the years to come.”
Ramon DizonPartner and Head ofTransaction Advisory ServicesSyCip Gorres, Velayo & Co.
Consumer
Energy
Construction
Logistics
Financial services
► Filipino middle-class households are on course to enjoy an enhanced capacity fordiscretionary spending, as the median disposable income in the country is set toreach US$11.4k (in constant 2014 prices) per household in 2030, representing asignificant 70.0% real gain from US$6.7k in 2014.
► The Philippines has entered its demographic window with a growing and youthfulpopulation, allowing a transition towards greater productive participants andhigher consumption due to increasing GDP per capita.
► The Philippines’ energy sector continues to be on an upward trajectory as itregisters an average of 5.0% expansion in production since 2010. Thegovernment is currently investing in petroleum, coal, and renewables to meet thegrowing energy demand. As of 2017, the country is one of the largest geothermalproducers in the world.
► The number of players in the oil and gas sector is expected to increase as moreactivity is taking place in the upstream and downstream business.
► The Philippines is about to enter into a “golden age” of infrastructure with thecurrent administration’s “Build, Build, Build” program. Public spending on big-ticket infrastructure projects is estimated to reach PhP8.0t-9.0t between 2017-2022.
► The local construction industry is projected to steadily expand at an average realrate of 9.8% between 2017-2026, underpinned by the country’s accommodativedevelopment plan 2017-2022, continuous population growth, rapid urbanizationand favorable government policies towards public-private partnerships.
► Industry growth is hinged on greater trade activity resulting from strongerinternational cooperation, an improving business environment as well as thepositive global economic and trade outlook.
► Airfreight will outpace all other freight modes with a projected 7.7% averagegrowth rate in terms of tonnage over the medium term. Several high-value dealscentered on the logistics industry were initiated in 2017 and are expected to beconsummated in 2018.
► The banking and financial services sectors are expected to exhibit robust growthin the next five years as justified by the sustained economic growth, growingmiddle class and stable banking sector in the Philippines.
► Banking penetration rates remain low by global standards, signifying significantcustomer potential from the middle class. More opportunities are likewise seen forasset management services due to the economy’s favorable growth trajectory.
24Private equity briefing: SEA
Overview of the recent US tax reform► On 22 December 2017, President Trump signed into law what has been described as the most significant tax law
changes in the US in more than 30 years. Overall, the tax changes are a net tax cut for corporations (US$500b–1t). However, more than a few US companies will end up paying more in taxes as a result of the changes. A carefulreview of each company’s fact patterns will be needed in order to be able to estimate the post-law change after-taxcash flow for US companies.
► The new tax law contains a number of substantial changes for companies doing business in the US. The moresignificant changes can be separated into three different categories: (i) general corporate income tax changes, (ii)international tax changes, and (iii) changes to encourage investment in the US.
► The more significant general corporate income tax changes include:
► Most of these changes are intended to make the US tax system more competitive on a global basis (see the chartbelow for the average Organisation for Economic Co-operation and Development (OECD) member countrycorporate tax rates over time). The changes also had the effect of adopting certain of the OECD’s Base Erosionand Profit Shifting proposals.
Recent US taxreform7
Reduction of the US corporate income tax rate to
21%
Immediate expensing for qualified depreciableproperty
Limitations on the ability to deduct interest expense
Anti-hybrid rules for interest and royalty payments
Limitation on utilization of net operating losses (NOL)to offset only 80% of prospective taxable income, butNOLs can be carried forward indefinitely
Changes to deductibility of executive compensation forcertain public US companies
Year 1981 1986 1990 1995 2000 2002 2004 2006 2007 2009 2010 2011 2012 2013 2014 2015 2016 2017
US (%) 49.7 49.8 38.7 39.6 39.3 39.3 39.3 39.3 39.3 39.1 39.2 39.2 39.1 39.0 39.1 39.0 38.9 38.9
OECD average(unweightedexcl’d. US) (%)
48.1 47.5 42.1 36.6 33.3 30.9 29.4 27.6 27.1 25.8 25.2 25.1 25.1 25.3 25.1 24.8 24.2 23.8
25Private equity briefing: SEA
Overview of the recent USA tax reform (cont’d)► In addition to these changes, the US modified its system of international taxation. One of the four principles
identified by President Trump when campaigning for tax reform was to change the tax laws to “… bring back trillionsof dollars that are currently kept off-shore to reinvest in the American economy.” Changes to how dividends aretaxed reflect this principle. The following summarizes the changes to the international tax rules:
► The last category of tax law changes were made to encourage investment in the US. Both “a carrot and a stick”approach was used. These tax law changes are:
Dividend received deduction equal to100% of dividends received fromqualifying foreign subsidiaries
Transition tax for historic unrepatriatedearnings held by non-US subsidiaries ofUS parent corporations
► The dividend received deduction allows for non-USsubsidiaries owned by US corporate parents to repatriatetheir profits to the US with no US taxation. The transitiontax is a one-time mandatory tax to transition existingunrepatriated earnings, potentially earned as far back as1987, onto the new dividend taxation system. Althoughthe US parent company is required to pay the tax (over 8years) on its historic off-shore earnings, those earningscan be immediately repatriated to the US withoutadditional US tax. The net effect of these two changes isthat the economic cost of repatriating off-shore earningsto the US has been significantly reduced (non-US incomeand withholding taxes still need to be taken into account).
► It has been estimated that US multinationals haveapproximately US$3t of unrepatriated earnings offshore.While this amount is not equivalent to the amount of cashoff-shore, the expectation is that many US multinationalswill repatriate excess cash to the US, where it will be usedto fund the repayment of debt, distributions toshareholders, employee raises and bonuses, and increasedinvestment (both inside and outside the US).
Reduced income tax rates for deemedintangible income earned from exports -13.125% until 2025 (referred to asForeign Derived Intangible Income, orFDII)
Limitations on the ability to benefitfrom tax deductions for certainpayments made to foreign relatedparties (referred to as the Base Erosionand Anti-Abuse Tax, or BEAT)
New controlled foreign corporation(CFC) rule that subjects deemedintangible income of a CFC to a residualUS tax to the extent the CFC income isnot subject to a high enough rate offoreign tax (referred to as GlobalIntangible Low Taxed Income, or GILTI)
► What these changes do is make it less expensive to investin the US (the carrot) and more expensive to invest outsideof the US (the stick) from a US company perspective.
► For a company considering the location of a manufacturingfacility, services hub, or global rights to intangibleproperty (IP), the incentivized tax rate of 13.125% may bejust enough to encourage that investment to be made inthe US rather than outside of the US (when taking otherconsiderations into account like infrastructure, educationlevels, the rule of law, etc.).
► Similarly, a multinational corporation may think twicebefore housing functions, risks, or IP used by the USoutside of the US if, because of BEAT, the US company willnot benefit from a tax deduction upon making payments toforeign related parties for services or IP rights (particularlyif the jurisdiction of the foreign related party is going totax the payment).
► The new CFC rule is also intended to discourage USmultinationals from owning IP off-shore if the incomeearned from such IP is going to be subject to a residual UStax, thus reducing the tax benefits from moving the IP.
26Private equity briefing: SEA
Overview of the recent USA tax law changes (cont’d)
Summary► Overall, the tax law changes are good for most US companies. The significant corporate income tax rate
reduction, the immediate expensing for qualified property purchases, FDII and the 100% dividend receiveddeduction for dividends from qualifying foreign subsidiaries more than makes up for the adverse law changes likethe interest expense limits, the BEAT, and GILTI. We anticipate that the new laws will encourage investment inthe US, and will encourage US multinationals to invest off-shore.
What it means for PE funds in this region► The impact for PE funds focused on investment in Asia is less clear. The reduced US corporate rate should result
in excess cash for US portfolio companies. Further, dividends and share buybacks by US companies that isexpected from the repatriation of excess cash to the US should result in more cash in the hands of investors forfuture deployment. Opportunities for growth in emerging markets will still be attractive and, for US portfoliocompanies, possibly sweetened by the ability to repatriate dividends free of US corporate tax.
► Thus, while corporate taxation is still a significant consideration for any return on capital analysis, the good newsis that it should be less of a significant hindrance to investing in the US, or outside of the US for US portfoliocompanies. Additionally, for funds that have portfolios with US operations, it is time to review the operatingmodel of those companies as well as any debt funding which is in place. Limitations regarding the deductibility ofinterest as well as the location of IP may mean that some form of restructuring may be required.
“Opportunities for growth in emerging markets will still be attractive and, for USportfolio companies, possibly sweetened by the ability to repatriate dividends freeof US corporate tax.”
Darryl KinneallyPartnerTransaction TaxErnst & Young Solutions LLP
27Private equity briefing: SEA
► Focus: provide value creationservices across the PE investmentlife cycle
► Dedicated PE experience:dedicated teams comprising formerPE operating partners, seasonedoperating executives andmanagement consultants
► Broad functional knowledge:capabilities in PE fund structuring,portfolio audit, strategy, M&A andall core operating functions;experience in revenueenhancement, cost reduction,human capital andchange management.
► Deep sector experience: primaryfocus in oil and gas, consumer,industrial, and health care; ability totap into sub-sector professionals
► Accelerated approach: customizedapproach that is highly responsiveand provides accelerated realizationof benefits
► Global capabilities: dedicatedteams that has extensive cross-border experience with access tomore than 30,000 consultantsoperating in 140 countries withdeep industry and functional know-how
Our capabilities
The EY PE team comprisesexperienced professionals focusedon PE and is supported by our deepsector and functional professionalsaround the world.
EY PE team
Privateequityfund
► Performanceimprovement
► Sales forceeffectiveness
► Businessintelligence
► Finance► Human resources► Supply chain► IT transformation► Risk
► Lead advisory► Commercial advisory► Financial diligence► Operational diligence► IT diligence► Carve-out► Integration
► Restructuring► Real estate► Divestiture► Valuation and
business modeling► Operational improvement
Our PE serviceofferings8
28Private equity briefing: SEA
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+65 6309 8094
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29Private equity briefing: SEA
30Private equity briefing: SEA
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