Wednesday, 25 October 2017

China push us together - Siemens and Alstom Form European Train Giant to Beat Chinese Competition

FRANKFURT — Once, the merger of two iconic European companies might well have been derailed by regional political rivalries. But in the case of a deal between Siemens and Alstom, those concerns have receded in the face of a larger threat: China.
The proposed merger of Europe’s two largest train makers, one German and one French, demonstrated on Wednesday that economic imperatives are pushing the Continent together even as populist politicians try to pull it apart.

Siemens, a German electronics and engineering giant, and France’s Alstom, a maker of the high-speed TGV, said late Tuesday that they will merge their units that make trains,streetcars and signaling systems. The deal is backed by the French government, and the two companies provided details of the deal the following day.
The new company, to be called Siemens Alstom, is a response to intensifying competition from China Railway Rolling Stock Corporation, the state-backed train maker that has been winning contracts in the United States and emerging markets where mass transit is a fast-growing business.
The company’s success is emblematic of China’s increasing economic power, which, combined with a more isolationist American foreign policy, is forcing European leaders to violate old taboos in order to improve the functioning of the European Union and its economy.
“The message of this merger is that the European spirit is alive,” Joe Kaeser, the chief executive of Siemens, said at a news conference in Paris on Wednesday. “That’s a powerful message in times that are marked by populism and nationalism and social and political divides.”
The announcement comes just days after a far right party won seats in the German Parliament for the first time since World War II. On Tuesday, Emmanuel Macron, the French president, called for “the rebuilding of a sovereign, united and democratic Europe” that would include stronger border controls but also a European budget large enough to help countries in economic trouble.
Competition from China has already been a factor in other big European mergers. Last week, the German steel giant ThyssenKrupp said it would merge its European steel operations into a joint venture with Tata Steel. And last year, Nokia of Finland acquired Alcatel-Lucent, a French maker of telecommunications equipment, in part to address intense competition from China’s Huawei.
Other sectors, like shipbuilding or semiconductors, could also be ripe for mergers.
Mr. Macron has made competition from China a central focus of his European policy drive. This year, he proposed Europe-wide scrutiny of any new major stakes by Chinese companies in European industrial jewels, but was met with resistance by small countries like Greece and Hungary, which are eager for new investment.
The French president and other European leaders have grown increasingly alarmed that the E.U. is ceding control of advanced technology to China. In a recent speech in Athens, Mr. Macron called for strengthening the bloc into a “power that can face the U.S. and China.”
Those concerns deepened after a state-owned Chinese chemical company, ChemChina, bought the Swiss pesticides and seeds group Syngenta this summer for $43 billion. The Chinese state-backed shipping conglomerate Cosco recently took a majority stake in Greece’s Piraeus port to anchor China’s New Silk Road through Europe. Germany itself has been no stranger to takeover bids by Chinese state-backed firms.
Just weeks ago, Chancellor Angela Merkel of Germany tightened rules to limit takeovers of German strategic assets, a move aimed at Beijing.
Chinese competition was a driving factor in Mr. Macron’s backing to seal a deal between Alstom and Siemens, despite outcries from political opponents in France that he was handing over a French icon to the Germans.
“The big story here is the French willingness to let this happen,” said Mikko Huotari, director of the international relations program at the Mercator Institute for China Studies in Berlin. “Alstom is one of the crown jewels of French industry.”
The Siemens-Alstom deal is in part a bid that being bigger may be a better way to counter China Railway Rolling Stock, known as CRRC, which has grown into the world’s largest and most competitive maker of railway equipment. The European company could yet grow further: Ahead of Tuesday’s announcement, there had been speculation that Siemens could link up with Bombardier of Canada. On Wednesday, Mr. Kaeser of Siemens did not rule out that Bombardier could later become part of the combined company.
Still, with sales of over $33 billion last year and 180,000 employees worldwide, CRRC is bigger than the train businesses of Siemens, Alstom and Bombardier combined.
Last year, the Chinese company secured contracts to build 64 subway cars for the city of São Paulo, and sold more than 800 railway cars to Chicago for $1.3 billion, winning the deal by submitting a cheap bid with good technology.
“Of course CRRC is extremely strong, and has changed a little bit the picture of the market,” Henri Poupart-Lafarge, the chief executive of Alstom, told reporters Wednesday.
Mr. Poupart-Lafarge will be chief executive of the new company, which will have its headquarters in Paris. The Mobility Solutions unit of Siemens Alstom, which provides systems to control rail traffic and is more profitable than the unit that makes trains and streetcars, will be based in Berlin.
The new company will have annual revenue of €15.3 billion, an order backlog valued at €61.2 billion and more than 62,000 employees worldwide.
Alstom in particular is a symbol of national technological might for the French, with high-speed TGV trains racing across the countryside, and Eurostar trains connecting Paris to London in just over two hours through the Eurotunnel.
While populist parties such as the National Front are hostile to closer political ties in the European Union, they are less likely to oppose corporate mergers that protect European companies from foreign competition.
Pro-European political leaders like Mr. Macron have themselves not been averse to government intervention to protect jobs at home.
Despite pledges to be less protectionist than his predecessors, Mr. Macron has shown a willingness to involve the state in industrial policy by getting involved in big deals. Last month, he temporarily nationalized one of France’s biggest shipyards, STX France, to prevent it from being taken over by an Italian competitor.
As France’s economy minister, he pushed through a government plan last year to order €630 million worth of new TGV trains — most of which were not calibrated to run on faster tracks — from an Alstom factory in the eastern town of Belfort to prevent hundreds of jobs there from moving to another plant.
The Alstom deal with Siemens also reflects, however, a willingness to be flexible to protect broader French interests.
On Tuesday, the country’s finance minister, Bruno Le Maire, said the French government welcomed the deal with Siemens, characterizing it as one that protected French jobs at Alstom.
Follow Jack Ewing @JackEwingNYT and Liz Alderman @LizAldermanNYT on Twitter.
Jack Ewing reported from Frankfurt and Liz Alderman from Paris.
Copyright © 2017 The New York Times Company. All rights reserved.


China is our new savior - Nison Group acquires SieMatic

Baker McKenzie advised the Chinese Nison Group on the acquisition of the majority stake of the German SieMatic Group, one of the globally leading manufacturers of kitchen furniture in the premium segment. Parties agreed not to disclose the purchase price.
The transaction is subject to regulatory approval and is expected to be completed in the fourth quarter of 2017.
Baker McKenzie advised Nison on all legal aspects of the deal. The transaction is structured as a share deal. A particular challenge of the legal advice was the handling of a challenging corporate legal structure of the SieMatic Group.
"For the Chinese Nison Group, SieMatic is a renowned partner for its planned growth on the Chinese market in premium kitchens. Our well-established China team has once again proved how our experience with Chinese transactions supports our clients in their strategic goals", commented Dr. Thomas Gilles, Corporate Partner and Head of the China Desk in Germany at Baker McKenzie.
The Nison Group is a family-owned company headquartered in Suzhou, China. The company was founded in 1994 and is active in the Real Estate and Premium Households business segments. The Nison Group is the leader in domestic appliances in China and unites the most recognized premium brands under one roof. The company has many years of experience with customers in China and Europe, generated sales of around 900 million US dollars in 2016 and employs more than 10,000 people.
SieMatic is one of the world's leading manufacturers of kitchen furniture in the premium segment. The family-run company was founded in Löhne, North Rhine-Westphalia in 1929 and is represented by subsidiaries and a network of sales partners and exclusive partnerships in more than 60 countries. SieMatic stands for quality and design, made in Germany and is one of the most popular luxury brands in the world. 
Baker McKenzie regularly advises clients on cross-border transactions and reorganizations. Most recently the team advised Sulzer AG on the acquisition of the Transcodent Group, Tokheim Service Group on a strategic partnership with Kärcher, SPIE on its acquisition of LÜCK Group, Grünenthal on its acquisition of Adhesys Medical, Flowserve Corporation on the sale of Gestra-Gruppe, ZF Friedrichshafen AG on the sale of Cherry Group, the owners of Fragrance Resources on the sale of its fragrance business to International Flavors & Fragrances, Inc., GFKL on the acquisition of Tesch Group, CORESTATE on its acquisition of Hannover Leasing, Heraeus Group on the sale of the global high-performance target materials business to the US-based Materion Group, MAGNA International on its acquisition of the Böddecker & Co. GmbH & Co. KG, Dassault Systèmes on the acquisition of the CST group, Sulzer on the takeover of the GEKA group from 3i, Deutsche Beteiligungs AG on its participation in Reinhold & Mahla-Group and RWE and E.ON on the sale of their shares in the Luxembourg energy supplier Enovos.
Legal Adviser Nison Group: Baker McKenzie
Head of Corporate / M&A: Dr. Thomas Gilles (Partner, Frankfurt)