Margins for success

Asia’s Private Equity News Source avcj.com May 10 2016 Volume 29 Number 17

FOCUS DEAL OF THE WEEK

Margins for successIndia’s NBFCs deliver returns by going beyond banks' comfort zones Page 7

Holes in cyberspaceAsia plays catch-up on high-tech security Page 11

A cut above the restFarfetch brings boutique fashion online Page 12

INDUSTRY Q&A

DEAL OF THE WEEK

Piau-Voon Wang, co-CIO of China’s Noah Holdings

Page 15

Hotung, CDIB lead round for Taiwan-based ACT

Page 12

QIC eyes Asian demand for Australian beef

Page 13

Have China take-privates spiralled out of control?

Page 4

Affinity, Baring Asia, BlackRock, CDIB, CVC, DCM, IFC, IL&FS, JBIC, Lenovo, Mayfield, NewQuest, Samara, Sequoia, SBCVC, Temasek

Page 5

EDITOR’S VIEWPOINT

NEWS

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avcj.com | May 10 2016 | Volume 29 | Number 174

EDITOR’S [email protected]

TAKE-PRIVATE DEALS INVOLVING US-listed Chinese companies used to be relatively straightforward, and in some respects they still are. A founder-CEO looks at the valuation his business has achieved in the US, examines where comparable companies are trading in China, factors in the compliance costs of a US listing, and asks himself whether it is worth the effort. At some point in this process, private equity gets involved, prodding the founder in the direction of a take-private with offers of financial support.

They submit an offer, perhaps roping in any significant existing investors that want to take part in the buyout; and if the founder has a controlling stake in the business, getting shareholder approval is rudimentary in most jurisdictions. Completion takes time, but assuming shareholder lawsuits can be handled, financing is in place, and there are no challenging tax ramifications to dismantling the corporate structure, those involved can navigate the process with a degree of confidence.

AVCJ has records of around 80 take-privates since 2010, many but not all of which featured private equity. Over half were launched in 2015. These could be described as the post-Focus Media wave, in acknowledgement of the $3.7 billion privatization of the outdoor advertising business that not only put China take-privates in the big league dollar-wise, but also marked out a path to liquidity. Thirty months after the privatization closed, Focus Media re-listed in Shenzhen through a reverse merger, giving a string of PE investors a substantial gain (most of it on paper).

This success has given rise to even larger deals and even more demand to participate. Transactions are no longer the work of just one or two private equity sponsors in conjunction with a founder; in some deals, international GPs have been pushed to one side by local funds, insurance companies, sovereign wealth funds, and high net worth individuals – in short, whatever combination of pricing, flexibility on terms, and regulatory leverage works best.

In these circumstances it is perhaps only logical that investors compete for deals. When the founder and CEO of iKang Healthcare Group teamed up with FountainVest Partners on a bid last year, a consortium featuring industry rival Meinian Onehealth responded by tabling a higher offer. This led to a protracted and still unresolved battle with more and more heavy

artillery brought into the fray: on one side stand the likes of Sequoia Capital, Cathay Capital and Shenzhen Ping An Decheng Investment; on the other, Ontario Teachers’ Pension Plan, Legend Capital and China Life.

China International Capital Corp. (CICC) also partnered with a strategic player to counter a buyout bid for Sinovac Biotech submitted by the company chairman and SAIF Partners. Meanwhile, in the cases of recruitment portal Zhaopin and auto listings platform Autohome third parties (CDH Investments and Ping An Insurance Group, respectively) made the first move and management responded by working with private equity to try and put together a better deal.

As to where all this might end – the public markets slowdown that started in mid-2015 did not bring take-private activity to a standstill – the regulator offered a hint last week. While scotching reports of a suspension in listings by companies previously taken-private in the US, a China Securities Regulatory Commission (CSRC) spokesman said the potential market impact of IPOs, M&A and restructurings of this nature. He pinpointed the valuation gap between domestic and overseas markets and investors speculating on shell companies.

The inference is reasonably clear. The privatization-domestic re-listing thesis is no longer the preserve of sophisticated capital providers: from the 36 parties connected with Qihoo’s privatization to the 36 investors that bought shares in Focus Media several months before the reverse merger was completed, participation is proliferating. It is unclear who these new entrants are or how much they really know about what they are buying.

The take-private opportunity cannot last forever, but as long as it does, the government wants to minimize potential damage to the market and to retail investors. Closer regulatory scrutiny is therefore likely to make it harder for companies to re-enter the public domain via the A-share market. This doesn’t mean the door has closed, rather that only quality companies with quality backers will be allowed in.

Tim BurroughsManaging EditorAsian Venture Capital Journal

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GLOBAL

BlackRock closes $630m global buyout fundBlackRock has raised more than $630 million for a direct co-investment buyout fund. Investors included public and private pension funds, insurers and foundations in North American and Europe. The BlackRock Private Opportunities Fund III will build a portfolio diversified by geography, strategy and industry sector.

Mayfield raises $525m across two global fundsUS-based venture capital firm Mayfield has raised $525 million in capital across two global investment funds. The firm will deploy $400 million in early stage-focused vehicle Mayfield XV; Mayfield plans to invest in about 30 companies, as with its other global funds. The remaining $125 million is reserved for Mayfield Select, which will target follow-on investments in existing portfolio companies.

AUSTRALASIA

Tegel gains on trading debut after $205m IPOShares in Affinity Equity Partners-owned Tegel Group Holdings closed up 5.2% on the first day of trading in New Zealand following the poultry producer’s NZ$298 million ($205 million) IPO. Tegel sold 192.8 million shares at NZ$1.55 apiece through a dual offering in New Zealand and Australia, including 9.7 million existing shares. Affinity held an 87.4% interest in Tegel ahead of the IPO, while ICG had 9.2%.

GREATER CHINA

Lenovo launches $500m corporate VC fundChinese PC maker Lenovo Group has launched a $500 million corporate VC fund to invest in technology start-ups. It will invest in areas such as cloud computing and big data, artificial intelligence, and robot, internet and consumer.

Electric car maker Chehejia raises $120mChehejia, a Chinese manufacturer of smart electric vehicles, has raised RMB780 million

($120 million) in a Series A round of funding. Leo Group, a Shenzhen-listed machinery maker, led the round with a RMB350 million contribution in exchange for an 11.74% stake. Other investors included Source Code Capital and Plum Ventures.

CDIB Capital invests $45m in Best LogisticsCDIB Capital has committed $45 million to Best Logistics Technologies, a China-based IT-driven integrated logistics and supply chain business part-owned by Alibaba Group. The company has previously received several rounds of funding from financial and strategic investors, and was in

the process of raising a larger round expected to be worth up to $700 million.

CSRC to tighten rules on domestic PE fundraisingThe China Securities Regulatory Commission (CSRC) will take further steps to regulate the domestic private fund industry in response to an acceleration in illegal fundraising activities. All managers are required to disclose fund information to the Asset Management Association of China (AMAC). The new rules include a definition of investors qualified to participate in funds as well as measures to tighten control over different private fund assets.

DCM China co-founder Ruby Lu joins H CapitalRuby Lu, co-founder and general partner at DCM China, has joined H Capital, a China-focused venture capital firm founded by Xiaohong Chen, ex-China managing partner at Tiger Global Management. Lu started DCM Ventures’ China operation in conjunction with Hurst Lin.

Sequoia backs rival take-private bid for ZhaopinChinese recruitment platform Zhaopin, which is already the target of a $1.1 billion take-private bid, has received a competing offer from a consortium including Sequoia Capital and company management. The new proposal of $17.75 per share represents a 1.4% increase on the prior offer made by CDH Investments and Shanghai Goliath Investment Management.

SBCVC, New Horizon back China fashion siteSBCVC and New Horizon Capital have led a RMB1 billion ($119 million) Series C round for Chuchujie, a Chinese mobile e-commerce platform. Stone VC and Eastern Bell Venture Capital also participated. Chuchujie started as a shopping guide platform that provided information on e-commerce deals, but then changed strategy to sell clothing directly.

NORTH ASIA

JBIC to invest in KKR Americas fundThe Japan Bank for International Cooperation (JBIC) has made an LP commitment to KKR’s latest North American fund. The size of the

CVC exits China education business EICCVC Capital Partners has sold its stake in Education International Corporation (EIC), a China-based business that helps students enroll in universities overseas, to a consortium that includes the company founder.

The sale generated RMB4.5 billion ($692 million) for the PE firm, according to a source familiar with the situation. CVC invested in EIC in 2013, reportedly paying around $200 million for a

majority stake comprising shares held by minority investor Actis Capital and Joe Li, the company’s founder and chairman. The buyer consortium is led by NLD Investment, a China-based private equity fund. Li and other members of the management team are working in partnership with NLD. CVC was previously reported to be looking at a Hong Kong listing for EIC.

EIC is China’s largest provider of overseas educational counselling services, with a 13% market share. The company has placed more than 120,000 students in overseas education institutions, with 18,500 enrollments in 2014 alone. It also provides test preparation services. Following CVC’s investment, Isa Wong, formerly of Pearson, was brought in as CEO. In addition, EIC acquired New Pathway, a US-focused test preparation and college counselling specialist.

NEWS


investment was not disclosed. KKR Americas Fund XII is expected to hit the hard cap of $12 billion, not including the GP contribution.

GEPS seeks offshore secondaries managersSouth Korea’s Government Pension Investment Service (GEPS) is looking to make two commitments – of $50 million apiece – to overseas GPs operating co-mingled global secondaries funds. Eligible managers must have been in business for at least two years and have a track record of investing $500 million or more in private equity secondaries assets.

AID in $13m round for home rental siteAID Partners and Cool Japan Fund have contributed to a JPY1.4 billion ($13 million) round for Japan’s Hyakusenrenma, an online vacation rentals platform. Domestic railway operator Keio Corporation also participated in the investment.

SOUTH ASIA

DFJ sells India assets to NewQuestDirect secondaries specialist NewQuest Capital Partners has acquired the majority of Draper Fisher Jurvetson’s (DFJ) India portfolio. The sale involves holdings in between eight and 10 companies, including Bharat Light & Power, Attero Recycling, Canvera Digital Technologies, and travel portal Cleartrip, among others.

IFC leads $60m round for LenskartThe International Finance Corporation (IFC) has led a INR4 billion ($60 million) Series D round of funding for Indian online eyewear retailer Lenskart. Other investors in the round included Adveq Management and existing backers TPG Growth and IDG Ventures.

Mobikwik raises $50m in Series C fundingIndia-based mobile wallet developer Mobikwik has raised $50 million in a Series C round of funding led by Japanese internet company GMO, Taiwan’s MediaTek, and existing backer Sequoia Capital. The company partners with retailers to provide digital payment services for use both online and offline, and claims a network comprising 30 million users and 75,000 retailers

IL&FS pushes back deadline on latest fundIL&FS Investment Managers (IIML) has pushed back the deadline on its growth fund, with final close now expected in the first half of 2016. The fund, Tara India Fund IV, launched in 2011 with a target of $300 million, though the target was later reduced to $75 million. IIML reported a first close of $40 million last year.

Titan buys Tiger-backed CaratlaneIndian jeweler and watchmaker Titan has

bought a majority stake in online jewelry retailer Caratlane, providing an exit for its backer Tiger Global Management. Tiger has committed over $50 million to Caratlane over several rounds.

IFC to commit $40m to India’s RepcoThe International Finance Corporation (IFC will commit up to INR2.7 billion ($40 million) to Indian home finance-focused non-banking financial company (NBFC) Repco Home Finance. It will use the new capital to provide loans to low-income individuals seeking to buy, build or improve their homes.

Snapdeal buys Nexus-backed TargetingMantraIndian e-commerce giant Snapdeal has bought e-commerce personalization and analytics service TargetingMantra for an undisclosed amount. TargetingMantra, a product of the 500 Startups accelerator program in California, creates technology tools to analyze online shoppers’ buying habits to predict their tastes and recommend products to them via email.

MSDF to invest $50m in Indian start-upsThe Michael and Susan Dell Foundation (MSDF) has committed to invest $50 million in Indian start-ups over the next three years. The move represents an expansion of focus for the US-based philanthropic organization, which typically makes direct investments in education, skills development and financial inclusion initiatives.

Samara recruits partner from Levi StraussSamara Capital has named Sanjay Purohit, the managing director for India at Levi Strauss, as a partner. He will eventually lead the GP’s consumer and retail practice.

SOUTHEAST ASIA

TIH buys $46m portfolio from Temasek unitSingapore-listed PE firm TIH has purchased a majority stake in a resources and healthcare-focused portfolio from a unit of Temasek Holdings for S$62 million ($45.8 million). The portfolio includes interests in PE funds managed by the International Finance Corporation (IFC) and Australia’s Pacific Road Capital.

Baring Asia buys 35% stake in Telus Baring Private Equity Asia has agreed to buy a 35% stake in Telus International, the business process outsourcing (BPO) arm of Canadian telecom company Telus, at a post-deal valuation of C$1.2 billion ($930 million).

Telus will retain a 65% stake in Telus International. The parent intends to maintain a long-term ownership position and does not plan any change in the support it provides its subsidiary, such as facilities, network and IT support. Proceeds of the investment, which Telus reported to be about C$600 million – including $425 million in incremental bank financing –

will be used to support the parent’s long-term broadband network expansion strategy.

“We believe that the company is in a great position to build on its past successes and establish its position as a leading international player in the space,” said Jean Eric Salata, CEO of Baring Asia. “We aim to leverage our footprint and cross-border capabilities to further enhance Telus International’s client portfolio and help expand its market presence.”

Telus International, founded in 2006, provides customer service, IT and business support services. It employs 22,000 people around the world, with nearly half working in the Philippines.

NEWS


COVER [email protected]

EARLIER THIS YEAR, SANDEEP ANEJA, founder of education-focused Indian GP Kaizen, was faced with an important decision. He had passed on Varthana before, when the non-banking finance company (NBFC) – which lends to many small private schools that are not served by India’s traditional banks – was raising its Series A round in 2014. Back then Kaizen concluded the company was not mature enough; but what about now?

Aneja decided to take the plunge, co-leading the INR930 million ($14 million) Series B round with Zephyr Peacock India. He was not only convinced by Varthana’s track record, but also encouraged by the founders’ expertise; their background in education gave the company an edge over other, non-specialized lenders.

“Varthana will always be distinguished from a generalist NBFC lending to schools, because it understands the education sector really well,” says Aneja. “The credit process of Varthana is not dependent entirely on understanding the values of the non-performing assets, or the loan to book ratio, but it is dependent much more on the quality of education.”

Kaizen’s Varthana investment is one example of the many approaches that private equity firms have taken to India’s NBFC industry. Strategies have evolved along with NBFCs themselves, with early generalist participants being joined later by more narrowly focused lenders and investors. Industry participants says this segment of financial services can deliver considerable opportunities for investors able to keep pace with its development.

Rising starNBFCs have become an increasingly prominent part of India’s financial sector. A report by the Boston Consulting Group (BCG) published last year shows that the NBFC share of the overall credit sector rose from 10% in 2005 to 13% in 2015. This increase in market share is even more pronounced for narrower segments such as home finance, where NBFCs went from 26% to 38% between 2009 and 2015, and commercial vehicle loans, with growth from 42% in 2013 to 46% in 2015.

Overall, loans from NBFCs have more than doubled over the past five years, increasing from

INR5 trillion in 2010 to INR12 trillion in 2015. This rapid growth is expected to persist, since NBFC credit is just 13% of GDP in India, compared with 26% for Malaysia, 33% for China and 74% for Japan.

This expansion of NBFCs as an element of India’s credit sector has been attributed to several strengths of the model, compared to traditional banks. One major difference is the lower investment required to build new branches. Banks, which typically offer a wider range of products than NBFCs, have correspondingly greater infrastructure requirements, making it less economical to set up offices in some geographies than in others.

“I’ve seen NBFC branches that are literally

four walls, no air-conditioning, two tables, two computers and that is it,” says Bhavik Haithi, managing director at Alvarez & Marsal. “A bank branch can’t operate without construction and infrastructure, and NBFCs can save those costs and pass them on.”

Some unique features of India’s market have also contributed to the NBFC growth story. For one thing, the rapid growth of the country’s economy has created a steady stream of lending opportunities among large companies; with India’s banks focusing on these businesses, smaller companies have had a harder time attracting financing.

This creates a space into which NBFCs can step, and since their customers have fewer options than most credit seekers, the institutions

have more control over the terms of the financing. Thus, though the cost of a particular deal may be higher for an NBFC than it would be for a bank, the NBFC can derive a better return than a bank could – particularly given that a bank would not have picked up the deal in the first place.

The small and medium enterprise (SME) market segment can also be targeted by sector-specific NBFCs, a more recent development in India’s financial sector. These institutions are set up to pursue more narrowly focused opportunities, usually by leveraging the founders’ expertise in particular areas to identify borrowers that have been overlooked by banks and even by other NBFCs.

Varthana is one example of this phenomenon: the company, launched by former teacher Steve Hardgrave and banking veteran Brajesh Mitra, assesses a potential borrower’s chances for repayment based on the strength of its business. This approach is seen as more effective than a purely financial form of appraisal, partly because the borrowers often do not have an extensive credit history and partly because it sees the success of the underlying business as a better indicator of creditworthiness.

Avanse Financial Services, another education-focused NBFC that provides loans to students pursuing higher education, follows a similar approach. The company, which is backed by the International Finance Corporation (IFC), examines borrowers based primarily on their past academic

Lending a handMomentum is building among India’s non-banking finance companies, and PE, government and regulators see promise in the power to reach untapped markets. Success will require the support of all three parties

PE investment in India NBFCs

Source: AVCJ Research

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

US$

mill

ion

1,200

1,000

800

600

400

200

0


performance and their likelihood of graduating and finding a job.

“The biggest mitigating factor to risk, and the biggest likelihood of them getting their money back, is if the student gets a job,” says Kaizen’s Aneja. “It is not as if they drag the parents’ property down into a sale and find a buyer. That’s a long drawn-out process; you may have covered your principal but the cost itself is prohibitive for a lot of NBFCs.”

PE approachesThe ability of NBFCs to identify and assess lending opportunities in underserved populations is one factor in their appeal to private equity. Their potential for high returns, in spite of higher financing costs, is another. NBFCs’ average return on equity (ROE) has beaten that of the banks in all but two of the last 10 years, and the average ROE for NBFCs over the same period was 15.7% compared to 14.1% for banks.

As a result, investors have piled in, committing nearly $3 billion in Indian NBFCs over the last 10 years. The level of investment has grown steadily in that time, despite periodic spikes – the last in 2015, when total commitments reached almost $1.1 billion, about double the investments in the previous two years combined.

That jump was the result of several larger-than-normal deals, including Bain Capital’s INR13 billion commitment to L&T Finance Partners, the financial services unit of domestic conglomerate Larsen & Toubro, and a INR16 billion investment in microfinance institution (MFI) Bandhan Financial Services by IFC and GIC. These deals could be seen to represent the two poles in NBFC investing, but the space is even more complex. While some stick to straightforward equity investments, others set up their own institutions.

KKR, for example, has two NBFCs in India: a structured credit provider founded in 2009 that focuses on entrepreneurs, and a real estate-focused company set up last year with GIC Private as a lead investor. Pan-Asian special situations investor Clearwater Capital Partners has been involved in the space even longer; its NBFC, recently renamed to Altico Capital India, was founded in 2004 and is targeted at real estate project finance. It raised a $300 million round of funding last year, led by Clearwater.

Everstone Capital is one of the most recent entrants to the space, creating IndoStar Capital Finance in 2011. IndoStar provides financing to corporate customer, aiming to meet unique or unusual needs that would not be met by financial products provided by traditional banks.

“There were different types of end users for which loans would be required, which a typical bank may not have considered because, typically, banks would have a very cookie-cutter lending

product,” says Dhanpal Jhaveri, managing partner for private equity at Everstone. “Given that these would be specialized, custom solution-based loan programs, borrowers would find it easier to come to an NBFC like ours than to go to a traditional banker.”

The GP also benefited from a looser regulatory environment allowing 100% foreign ownership in NBFCs, unlike traditional banks. This allowed Everstone to bring in additional partners such as specialist emerging markets investor Ashmore Group and Goldman Sachs.

While the financial returns provided by NBFCs were an attractive enough reason for their early PE backers, as the industry has developed newer models are drawing in groups that were previously inactive in the industry. For example, CDC Group, the UK development finance institution, has shown a growing interest in NBFCs over the last several years.

CDC already had exposure to the industry through its fund commitments, but began to pursue direct deals in 2013 as a means of promoting its financial inclusion goals for India.

The move was in part driven by confidence in the Reserve Bank of India’s (RBI) response to the global financial crisis, which involved putting in place stronger nationwide regulations such as interest rate caps and limits on loans per borrower.

CDC has committed capital to several MFIs, selecting Janalakshmi Financial Services, Equitas, Ujjivan and Utkarsh for their resilience in the new environment. MFIs provide financial services to low-income populations – typically loans of up to INR20,000 to start a business – although a number have applied for NBFC status in order to gain access to funding from banks.

“We felt like they were very focused on helping that bottom half of the pyramid and the financially excluded, but they were quick to adapt in order to be profitable in the new regime, meaning they diversified their product space,” says Maria Largey, director of financial institutions at CDC. “Equitas, for example, very quickly went into affordable housing and vehicle finance. They also increased or improved their operating expense ratios by making more efficient processes and systems.”

Other development-oriented investors are attracted to the sector-specific approach among NBFCs. For example, while Kaizen had no involvement in NBFCs before its investment in Varthana, the GP is now looking for additional lending institutions that share its focus on education. IFC, which promotes the development goals of its parent, the World Bank, has also committed to more narrowly focused institutions; not only student lender Avanse, but also home finance provider Repco.

These financial inclusion and development goals are shared by India’s government and regulators, which have also shown interest in promoting NBFCs as alternatives to the country’s banks. First and foremost, the advantage of these institutions in catering to SME borrowers passed over by the banks holds out the potential to improve employment and development in the country’s rural areas and lower-tier cities.

Another impetus for the government and RBI to promote NBFCs is to relieve pressure on traditional banks, whose volume of nonperforming assets is reaching worrying

heights. NBFCs can provide an avenue for borrowing that would otherwise fall either on the already overstressed banks or on the unregulated shadow lending sector.

“I don’t see how NBFCs’ share is ever going to come down in the Indian context, considering how relevant they are at this point in time and given the situation of Indian banks, more importantly,” says Sanjeev Krishan, executive director for private equity at PwC. “I think the government has been doing a whole lot to encourage the sector, and I think they’re very cognizant of that.”

This combination of policy support and low credit penetration – overall and for NBFCs in particular –should sustain the momentum already present in the industry. BCJ projects a constant annual growth rate of 20-27% through the next four years, with NBFC credit reaching as much as INR39 trillion by 2020 – 33% of India’s GDP.

Evolution to comeAs NBFCs continue to expand their share of the market, industry players expect continued


“I don’t see how NBFCs’ share is ever going to come down in the Indian context, considering how relevant they are at this point in time and what is the situation of Indian banks, more importantly” – Sanjeev Krishan


evolution of their business models. The sector-focused approach pursued by the likes of Varthana is seen as having great potential as more entrepreneurs from a wider variety of backgrounds are drawn to high returns available. These institutions need not necessarily be independent – Shriram Commercial Vehicle Finance, part of the Shriram conglomerate, was set up to lend specifically to owners of small freight companies with fleets of only a few vehicles.

“A typical bank will find that extremely cumbersome; they’d rather chase a bigger fish

where they can lend large checks and larger amounts,” says Everstone’s Jhaveri. “So they leave a lot of such business to NBFCs, which are willing to sit with the borrower and agree a proper EMI-based borrowing program – a lot of it will be within the trucking community.”

It also hoped that government support for the industry will remain strong as the contribution of NBFCs to economic development in multiple sectors becomes clearer. Current measures aimed at NBFCs include the creation of payment bank licenses, which allow the holders to offer limited banking services and small

savings accounts. Several PE-backed institutions have received approval for these licenses, including Kedaara-backed Au Financiers and CDC-backed Ujjivan.

Additional regulatory moves desired by PE investors include the removal of restrictions on partly foreign-owned NBFCs, which are currently subject to a cap on the number of subsidiaries they can open and higher capital requirements to do so than fully foreign-owned institutions. Regulators could also streamline the licensing process to allow faster entry into the market.

These measures would represent minor improvements to an already investor-friendly environment. Most private equity firms active in the space are happy with how it has developed and look forward to further relaxation of the regulatory norms as the industry, and its participants, become more sophisticated.

“When we were looking at making direct investments, one big confidence booster we got was that the regulator seemed invested in making sure that the sector worked,” says CDC’s Largey. “Similarly now, we are very encouraged by the continued commitment toward financial inclusion and NBFCs. We think that the regulator will do what it can in their power to help continue to support the segment, and that definitely gives us confidence.”

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Return on equity: NBFCs vs banks

Source: Boston Consulting Group

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

%

20

15

10

BanksNBFCs 10-year average (NBFCs) 10-year average (banks)

15.7

14.1

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WHEN IT COMES TO IDENTIFYING emerging investment segments that have long-term credibility, there are few indicators as convincing as the opening of a dedicated, sector-focused school. This scenario is unfolding in Singapore where telecommunications giant Singtel has unveiled plans for a 10,000-square-foot cybersecurity training facility. The Cyber Security Institute (CSI), said to be the first of its kind in Asia Pacific, follows a $120 million government commitment to info-communications training with an emphasis on cybersecurity.

“Based on our engagements with companies in Singapore, more than 85% do not have robust cyber response plans nor the opportunity to conduct realistic drills to test and sharpen such plans,” says Bill Chang, CEO of group enterprise at Singtel. “This lack of cyber preparedness is worsened by the severe global shortfall of trained cybersecurity experts, which Forbes puts at around one million in 2016.”

This sense of urgency is supported by a Market & Markets forecast that cybersecurity spending will reach up to $170 billion in 2020, while Lloyd’s of London estimates that cybercrime is currently costing corporations as much as $400 billion a year. For venture capitalists, however, these trends entail a severe bias toward the US, where more than 80% of dollar funding for private cybersecurity start-ups is invested, according to CB Insights.

Singapore’s latest push to embrace the sector, though advanced by Asian standards, must therefore be considered part of a relatively late response to a global, US-led groundswell of investment support. As CSI fuels a wave of cybersecurity start-ups in Asia Pacific, VCs hoping to identify viable targets must recognize the pitfalls among the possibilities and a new range of diligence parameters.

Hot or not?VC cybersecurity investment strategies will focus on familiar variables related to management pedigree, competitive landscape and total addressable market. But for uninitiated investors, the sector’s unique technical adaption and customer engagement value propositions are complicating factors.

“Where I see mistakes amongst investors are

angels making relatively small investments into cybersecurity because ‘cyber is hot’”, says Steven Morgan, founder and CEO of Cybersecurity Ventures, a market intelligence researcher focused on start-ups and emerging companies in the sector. “The investor knows cyber is a big growing market and they want in, so they fund the very smallest ventures which carry the greatest risk and tend to have first-time entrepreneurs going to market.”

Notable Asian success stories in this space have included Trend Micro, FFRI, i-Sprint Innovations, Ahnlab and Qihoo 360 Technology, which is currently subject to a $9.3 billion take-private bid. The region remains at a disadvantage

at the early-stage level, however, due to a lack of an established ecosystem. This points to cross-border relations as a potential hallmark of more prospective cybersecurity start-ups.

“There are some Asia Pacific companies that have set up a US office in Silicon Valley specifically to be near VCs, which dramatically increases their chances of funding - simply because they are local and will be able to have many more meetings and speed along the process,” adds Morgan.

A recent $12 million Series B investment for US-India firm Seclore helps illustrate the advantages of a Silicon Valley-connected profile when combined with Asian growth potential – especially in the intense data traffic context of India’s outsourcing market. Investors in the round included Ventureast, Sistema Asia Fund Advisors and Helion Resources, which cited the importance of an established customer base in a field where product validation through technical due diligence can be difficult.

India Alternatives also participated in the Seclore deal and noted key differentiators in the cybersecurity space, including a company’s ability to engage clients without complex

technical jargon and a product offering that solves a specific problem in a unique manner.

“You have to look at what specific aspect of the overall space is hard to crack, and it is security in a collaborative environment,” says Shivani Bhasin Sachdeva, managing director and CEO at India Alternatives. “Data proliferation is occurring like never before and document sharing in an external environment is growing at a scorching pace across all different kinds of devices. A lot of security solutions just provide a firewall or require implementation by the end user, which increases vulnerability to data theft.”

Outside the boxAmbitions beyond the firewall represent the innovative bent that drives tech-related fields such as cybersecurity. But at this stage, the traditional approach of building a two-dimensional defense around company data still dominates cybersecurity discussions despite the promising path forward suggested by more nuanced, customer-specific systems.

“Most resources, technology and people are still focused on saving the perimeter, whereas actually the battle is really inside the network,” says Sanjay Aurora, managing director of the Asia Pacific division for cybersecurity technology provider Darktrace. “The speed at which attacks are happening and the speed at which things are moving, it is just not possible to keep up to date with rules and signatures. The higher walls you build, the higher ladders the bad actors will bring in.”

This perspective is perhaps the bedrock of cybersecurity’s long-term appeal to venture capital. But although the endless arms race between companies and criminal hackers will invite tech start-ups to develop innovate new products, the marketability of the space remains mostly in the domain of insuring against human error and the natural challenges of managing bigger, more heavily circulated datasets.

“Cybercrime makes an interesting story, but the bigger push that we’re excited about is that businesses will continue to work in a collaborative environment and therefore the need for security in that environment is here to stay,” adds India Alternatives’ Sachdeva. “If there’s one thing we’re betting on, it’s the fact that businesses will continue to collaborate.”

Security in numbersAn unbalanced global cybersecurity market – currently weighted heavily toward the US – is slowly finding its feet in Asia. But opportunities in the expected boom may not be intuitive to newcomers

“The higher walls you build, the higher ladders the bad actors will bring in” – Sanjay Aurora

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AMAZON AND ALIBABA GROUP DOMINATE e-commerce in the US and China, respectively, but neither has achieved meaningful expansion into the luxury apparel market globally. Richard Chen doesn’t think they will.

“Luxury brands don’t like Amazon and Alibaba – they see them as mass market and don’t want to be part of it,” says Chen, a venture partner at China-based Ceyuan Ventures. “The luxury market is only about 10% of the mass market, so it doesn’t make sense to have many online luxury malls. Basically, it is one winner takes all.”

Ceyuan is backing UK-based high-end e-commerce marketplace Farfetch to be that winner. The seven-year-old company has transformed online retail in Europe, helping little-known boutique stores in Italy access customers overseas. Farfetch now operates in nine languages, working with more than 400 independent boutiques and global fashion brands from over 37 countries. Sales reached $500 million last year, with Farfetch taking a 30% commission on each deal, much higher than mass market players.

Last week, the fashion site raised a $110 million Series F round led by Temasek Holdings, China-based IDG Capital Partners and France’s Eurazeo, with participation from existing investor Vitruvian Partners. It took the total investment in Farfetch to more than $305 million and valued the business at $1.5 billion. Ceyuan was an angel investor in the company, while other shareholders include Advent Ventures Partners, Index ventures, e.Ventures and DST Global.

The bulk of new funding will support Farfetch’s global expansion plans, with a particular focus on Asia, which accounts for 26% of sales. China alone contributes 12%, and the company only launched in the country two years ago. Its share could rise to 35% over the next 3-5 years.

“It will take a while for other players to build traffic on a global level,” says Chen, referring not only to Alibaba and Amazon but also new players out of Europe. “It’s very complex – you have to come up with global logistics networks,

customer services, online payment systems. [Farfetch] has spent hundreds of millions of dollars on this; late comers will have to double the cost to build that scale.”

In addition to the main site, omni-channel Farfetch Black & White has been introduced to

allow brands to use Farfetch’s e-commerce platform on their own sites. Last May, it gained a physical presence after acquiring London-based boutique Browns. There are plans to develop an online-to-offline business model and expand into new verticals such as skincare and jewelry –

but it will all be high-end. Asked whether Farfetch is a likely acquisition

target for the Alibaba, Chen demurs: “Luxury brands won’t like it because it’s a mass market player,” Chen adds. “One of the luxury groups could do it but they are always fighting amongst themselves, so an acquisition would impact our sales of other brands. An acquisition would not be easy.”

THE CONTRIBUTION OF GENETICS TO cancer treatment is all about scope and scale. The more genes are tested, the greater number of therapeutic options can be drawn from the data and used to create treatment programs. However, many hospitals will only provide personal genomic testing for a few cancer-related genes, so their options are limited.

“Normally a hospital will test one or two genes from a cancer patient. Doctors do this because they just want to confirm that they can give certain drugs to a patient. That’s not our objective. We want to provide as many treatment options as we can through broader genomic testing,” says Angus Wu, an associate director at Taiwan-based ACT Genomics.

Founded in 2014, ACT uses a sequencing and multiplex molecular testing platform to screen for more than 400 cancer-related genes in tumor samples collected from patients. These tests generate genomic profiling and molecular

information that is used to draw up a list of treatments, which are either already approved by the US Food & Drug Administration (FDA) or clinical drugs from academic research.

The idea is that doctors can devise fully personalized programs, based not only on

how developed the cancer – prevention, early detection or disease monitoring – but also how individual patients are likely to respond to different drugs.

“We provide more possibilities for cancer treatments” Wu says. “For example, therapies used to treat breast cancer might be

suitable to treat lung cancer too. We provide comprehensive analytical reports to doctors, not just DNA sequencing data. That’s why doctors see our reports as valuable and are willing to pay a premium for the service.”

ACT’s model has not yet reached commercialization, but VC investors are impressed. Last week, existing backer Hotung Group and new investor CDIB Capital co-led

a $12.5 million Series B round of funding for the company. Other participants included Eminent II VC, Hua Nan Venture Capital, President International Development and UMC Capital. The company previously received $8 million last year.

With its service currently being trialed by three hospitals in Taiwan, ACT has spent the last year upgrading its laboratory to international standard. Last month it was accredited by the College of American Pathologists (CAP), which certifies laboratories that meet regulatory requirements. Only five oncology-testing laboratories in Asia have achieved this status.

The next step is expansion into the rapidly growing Asia testing market, with a particular focus on Japan, Singapore, Malaysia, Thailand and Hong Kong. Wu notes that the VC environment has become more active in Taiwan, especially for biotechnology investments, and so ACT expects to receive more funding.

“We are the only company providing such information to cancer treatment specialists in Asia. We expect that most of our revenue will be generated from hospitals in the future,” he says.

DEAL OF THE [email protected]

Farfetch carves luxury niche in Asia

VCs back ACT’s customized cancer care model

Genomics: Personalized data

Farfetch: Best of the boutique

BETWEEN 2003 AND 2014, PER CAPITA meat consumption in China increased by 11 kilograms. Stepping up from the current annual intake of 57 kg to Taiwan’s level of 74 kg will require an additional 94 million tons of corn and soybeans for feedstock and 15 million hectares of land. Needless to say, imports are likely to play an ever larger role as Beijing looks to satisfy local appetites, in quantity and quality terms.

This goes a long way to explaining the spike in beef exports from Australia to China, and by extension, QIC’s decision to buy an 80% stake in cattle station operator North Australian Pastoral Company (NAP) in a deal worth around A$400 million ($295 million).

“Asia is going to account for 47% of global beef imports by 2024. The supply chains to get fresh product up into Asia haven’t been built yet and that’s part of the investment thesis – that we and others can help grow these supply chains so we can get fresh beef in particular to where the demand is, whether that is Japan, the US or China,” says Marcus Simpson, head of global private equity at QIC.

NAP is one of Australia’s largest cattle station operators with 13 stations and one feedlot set in 5.8 million hectares of land. Its 178,000 head of cattle are grass fed and grain finished for sale to Australian meat processors who distribute beef products domestically and internationally.

Some of this already finds its way to China. Beef imports from Australia reached 148,222 tons in 2015, up from just 32,906 tons in 2012, according to Meat & Livestock Australia. It is now the fourth-largest buyer of Australian beef after the US, Japan and Korea.

The Asia protein thesis has underpinned a string of private equity investments in Australia, from wholesalers to processors to farm operators. There is also considerable strategic interest out of China in these assets, but the sensitivities tied to large-scale sales can be problematic – as recently evidenced by a Shanghai Pengxin Group-led consortium’s decision to withdraw from an acquisition of S. Kidman & Co. when the

government said it would not approve the deal.Simpson argues that QIC, as a government-

owned institution, is uniquely positioned to serve as a bridge in these transactions. It wants to work with foreign investors – who would participate as co-investors (it brought the UK-based Pension Protection Fund into the NAP deal) or off-take partners – and use its operational expertise to help drive value.

QIC is also willing to be patient, treating NAP as a 10-15 year investment that can deliver a 10-14% return, which means it is unsuited to the traditional private equity model.

“Our CIO was looking at the food theme and all he could find were sale and leaseback

opportunities for agricultural land,” Simpson adds. “He wanted an operational approach with a PE philosophy, so we authored the theme. We like foods that are more complicated to produce like beef, aquaculture and lamb, and which involve a longer cycle to replenish stocks.”

DEAL OF THE [email protected]

QIC plots Asia beef supply chain

Quality beef: Wanted in China

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Q: What does your recruitment mean for Noah’s operations in Hong Kong?

A: The offshore operation was established in 2012, so this is a continuation of an established strategy, strengthening the investment capabilities in Hong Kong. Any investment outside of China will be done from Hong Kong. The business will be driven by high net worth clients to begin with, but Noah is establishing an institutional primary business and already has some clients in China.

Q: How did the Noah go from being purely domestic to international as well?

A: The renminbi funds business has seen its ups and downs, but it is clearly the mainstream now. While US dollar funds have a role to play, the predominant currency of choice for doing deals in China is renminbi, and rightfully so. Noah started 12 years ago so it has grown up with the local private equity industry. Several years ago clients started developing an appetite for investing offshore because they had built up experience of the asset class in China but they didn’t want to invest in China only. Noah started offering some offshore products and it’s still mainly the usual suspects, the big flagship funds. We are not going to introduce clients to start-up funds right away.

Q: What kind of access do you have to international funds?

A: One of the attractions for me was that Noah has no access issues when it comes to the brand name firms. The largest GPs have figured out it is important to establish a China distribution

strategy, and among the various wealth management groups, Noah is deemed to be their first choice. We have all the necessary licenses in Hong Kong, which are very transparent. What I think we need to develop further is the second tier, the smaller names that may not be as aware of the strategic importance of the Chinese distribution channel.

Q: How will Noah build up that exposure in the second tier?

A: The only way you can unearth small and mid-market funds is by having people on the ground. We can invest in the big guys out of Hong Kong because they are going all over the world fundraising, but if we want to access smaller managers, and get into secondary and co-investment we have to be on the ground, studying various options. The US and Europe could be the initial areas of focus where we could hire people directly. Our group president is leading that effort to explore the possibility of expanding Noah’s footprints to the US or European countries.

Q: Once Noah has established a relationship with an offshore fund manager, how can clients get exposure to the fund?

A: Noah is a distribution business and then there is Gopher Asset Management, the subsidiary in which the fund-of-funds business sits. [Wang is a partner at Gopher in addition to being co-CIO of Noah’s international arm]. When we look at a fund, it could go into the fund-of-funds and it could also go into the Noah distribution network as a single fund, so clients can choose how they want to have exposure.

The international side is much less developed than Gopher’s onshore business, but we are going down the same path – starting with flagship fund-of-funds and then broadening the offering to include thematic

fund-of-funds, secondaries and co-investment.

Q: It is often said that the traditional fund-of-funds model has no future globally. Are things different in China?

A: When I joined the industry in 1999 there was only a handful of fund-of-funds worldwide. You needed a layer like that because of the information asymmetry: private equity as an asset class is only transparent to its stakeholders; information is not freely available to the public and rightly so. The middleman could be a fund-of-funds, with full discretion, or it could be an advisor. Over the last 20 years PE has become increasingly

mainstream. It is a bigger part of investors’ portfolios and so information is more readily available. When that asymmetry goes away, people ask why they need a fund-of-funds when they could do it themselves. China is a totally new fundraising channel, so the asymmetry still exists. While some groups have been investing actively within China, there is a bridge between understanding the asset class domestically and understanding it globally. It is one of few white spaces left in the asset management industry and probably the biggest opportunity for private equity over the next 10 years. Clearly the industry will evolve into customized accounts, co-investment and direct investment over time, but the best entry point at the moment in my view is fund-of-funds.

Q: How does Noah’s approach to clients in China differ from that of international firms?

A: International firms have the advantage of being global organizations with longer histories and thus more established knowhow. Among the local players, the marketing and hand-holding is different, a lot tighter. The international firms can lean on the resources of local firms to get that understanding and in return provide brand names and resources overseas. What I hope to establish in Noah could be the best of both worlds. We have the resources on the ground – we can do the hand-holding, solve regulatory issues, we have all the necessary licenses. At the same time I also hope to establish credible teams with international track records.

PIAU-VOON WANG | INDUSTRY Q&A [email protected]

Targeting the white spacePiau-Voon Wang, formerly of Adams Street Partners, is now co-CIO of Chinese wealth manager Noah Holdings. He explains why helping Chinese investors go overseas could be the biggest PE opportunity of the decade

“The only way you can unearth small and mid-market funds is by having people on the ground”

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