55tuan Scraps Listing Plan After Banks Get Cold Feet 各投行临阵退缩 “窝窝团”放弃赴美上市

By newsdoug on July 28, 2011

It seems investors aren’t the only ones getting jittery about Chinese accounting standards in the current crisis of confidence surrounding US-listed China stocks. Domestic media are reporting that up-and-coming group buying site 55tuan, which just two months ago raised $200 million from a group including Goldman Sachs (previous post) is now having to abort its plans for an IPO. But this time, 55tuan is abandoning the plan for a US listing not due to weak market sentiment, but because it was rejected by some of the biggest investment banks, including Credit Suisse, Merrill Lynch and Goldman Sachs itself, according to a Chinese report, citing informed sources. (Chinese article) It seems the banks are all concerned about 55tuan’s rapid growth in the last couple of years, which came on the back of a big buying spree that saw it acquire lots of smaller local group buying sites. According to the Chinese report, the investment banks are worried about lax accounting at many of the acquired companies, which could throw much of 55tuan’s own books into question. Clearly the big banks don’t want to be caught with any potential liability from shareholder lawsuits of have to answer to the SEC if they help a company list that later turns out to have crooked books. One of my sources previously told me that similar acquisitions were at the heart of the crisis that hit Longtop Financial, whose own accounting was called into question due to doubts about the books at one or more of its acquired companies. If that’s the case, companies that have grown by acquisition could be especially vulnerable as the current confidence crisis plays out.

Bottom line: Companies like 55tuan, which grew through questionable acquisitions, will find themselves under growing scrutiny in the crisis surrounding US-listed China stocks.

对於中国赴美企业正在经历的信任危机，投资者似乎并不是唯一担心其会计准则的人。国内媒体报导称，团购网“窝窝团”赴美IPO(首次公开募股)计划受阻。该网站两个月前刚从包括高盛那里募集到2亿美元。但据中国媒体引述消息人士的话报导，“窝窝团”此次赴美上市计划受阻并非因市场情绪低迷，而是因遭到瑞士信贷、美林、甚至包括高盛等多家国际大投行拒绝。看似各大投行对“窝窝团”过去一两年的飞速发展都有所顾虑。“窝窝团”依靠收购众多当地小型团购网站而迅速发展起来。根据该篇中国媒体的报导，各大投行担心“窝窝团”收购的很多公司可能存在会计问题，而这将会使“窝窝团”的会计问题遭到质疑。如果各投行帮助其上市，最终却发现公司存在会计问题，其必将面临股东诉讼，并需遭受美国证券交易委员会的质询，各投行显然不想面临这种局面。之前曾有消息人士对我说，中国赴美企业会计丑闻中的东南融通就因类似收购而导致其财务状况遭质疑，因其所收购的一个或多个公司存在会计问题。若果真如此，在当前信任危机闹得沸沸扬扬之时，那些靠并购发展的企业可能尤其易受伤。

一句话：那些像“窝窝团”一样通过并购发展的企业会发现自己在此次中国赴美企业会计丑闻中面临着更严格的审查。