Original title: Wang Shi started a new business and tried SPAC: star executives gathered, income was zero, and the opportunity was still a bubble

  After five years as the chairman of Vanke's board of directors, the 71-year-old Wang Shi has once again returned to the public eye.

  On April 8, a special purpose acquisition company (SPAC) jointly initiated by Wang Shi submitted an initial public offering (IPO) application to the Hong Kong Stock Exchange.

  According to the website of the Hong Kong Stock Exchange, on April 8, a company named Shenshi Acquisition Enterprise Co., Ltd. (“Shenshi Acquisition”) submitted the hearing materials to the Hong Kong Stock Exchange.

The company was jointly established by Wang Shi and Asia Investment Capital.

As of the announcement date, Wang Shi held 65% of the Class B shares of Shenshi through a wholly-owned holding company, and the remaining 35% of the Class B shares were held by Asia Investment Capital.

  As a company that plans to go public through the SPAC mechanism, Shenshi Acquisition has a senior executive team with a luxurious resume. In addition to Wang Shi as the chairman of the board, senior banker Liu Erfei serves as the chief executive director and CEO. "Independent Director" Liu Shuwei served as the company's independent director.

  From May 31, 2021 to the end of 2021, the Shenshi acquisition has not generated any income, incurred expenses of HK$3.3888 million, and has a net debt of HK$3.2 million by the end of 2021.

Deep Stone Acquisition said that operating income will not be generated until the special purpose acquisition company merger and acquisition transaction is completed at the earliest.

  The full name of SPAC is "special purpose acquisition company". As an alternative form of innovation for listed companies, its basic operation mode is to complete the IPO first, and then acquire potential but unlisted "target companies through business mergers and acquisitions". ".

  According to the data, after the SPAC listing system of the Stock Exchange came into effect on January 1, 2022, 11 companies have submitted forms, of which 1 has been listed.

  In the previous year, more than 600 companies in the U.S. stock market went public through the SPAC mechanism, which is both speculative and risky.

In June 2021, Buffett warned that SPACs "are gambling with other people's money."

  Wang Shi's second venture bets on "carbon neutrality"

  Zhang Chaoyang, Liu Shuwei and other star executives gathered

  Established on May 31, 2021, Deep Rock Acquisition is a new special purpose acquisition company incorporated as a Cayman Islands exempted limited company.

  The shareholding structure shows that Wang Shi holds 65% of the Class B shares acquired by Shenshi through Destone Holdings LLC (“LLC”), a wholly-owned subsidiary of Wanling International Co., Ltd. Class B shares, while Class A shares are held by professional investors.

  According to the hearing information, the acquisition of Deep Stone is positioned as an investment institution focusing on carbon neutrality, urban renewal and new consumption.

It is planned to focus on green technology, as well as targets in the field of environmentally friendly consumer goods and services.

Among them, the fields of green technology include real estate technology, electric vehicles (EV), Internet of Things (IoT), etc.

  To date, the Deep Stone acquisition has not generated revenue.

From May 31, 2021 to the end of 2021, the Deep Stone acquisition has not generated any income, incurred expenses of HK$3,388,800, and had net liabilities of HK$3.2 million as of the end of 2021.

This part of the debt is mainly from the payables of LLC and Wang Shi, which has been forgiven by Wang Shi and LLC in 2022.

  What makes Deep Stone's acquisition attractive is also the luxurious executive team of the company.

  There are 7 members of the board of directors of the company, namely: Wang Shi, Liu Erfei, Zhang Tian, ​​Ding Daoyi, Zhang Chaoyang, Liu Shuwei, and Lin Qianli.

The company's four executives are: CEO Liu Erfei; Chief Operating Officer Zhou Mo, Chief Investment Officer She Shiying, and Chief Financial Officer Zhang Tian.

  Among them, Wang Shi, Zhang Chaoyang, and Liu Shuwei are well-known to the public, and Liu Erfei, the co-founder and CEO, also attracted attention in the market in his early years.

  Liu Erfei, 63, graduated from Harvard Business School in the United States in his early years with a master's degree in business administration.

With over 25 years of experience in Chinese investment banking, he started his career in New York and entered Wall Street in 1984 as one of the first Chinese professionals.

He was previously head of investment banking at Crédit Agricole, and twice at Goldman Sachs.

  In 1999, Liu Erfei joined Merrill Lynch. In March 2009, he was appointed as the chairman of Bank of America and Merrill Lynch Group China, and then resigned around April 2012.

Since then, it is rumored that Liu Erfei has served as an independent non-executive director of many listed companies such as Jiangxi Copper and Guangling Automobile. In 2016, Liu Erfei established a private equity firm, Asia Investment Capital, focusing on investment and cross-border mergers and acquisitions in the Greater China and Southeast Asian markets. Currently over $1.5 billion in assets under management.

  In addition, Ding Daoyi, as a non-executive director, also has rich investment experience. He was the managing director of BOCI, who was responsible for the establishment of the Bohai Fund, and is still the head of the direct investment department of BOCI, said Ding Daoyi.

  Regarding the talent team, Deep Stone's acquisition company said confidently in the prospectus: "With the extensive and deep network of people established by the team in key industries around the world, it is expected to use the team's ability to discover, acquire and operate the public market. A long-term successful business that delivers solid returns to shareholders."

  Li Ning, He Youlong, son of the gambling king, etc. get together in SPAC

  Early adopters behind the listing of "SPAC" Hong Kong stocks: bubble or opportunity?

  At the Vanke Shareholders' Meeting on June 30, 2017, after the well-known "Battle of Wanke", Wang Shi officially resigned as the chairman of Vanke's board of directors.

Since then, Wang Shi has not been silent in the capital market.

Previously, in August 2018 and April 2020, Wang Shi had caused considerable market turmoil by announcing his appointment as the co-chairman of the board of directors of BGI Group and leading Vanke employees to collectively donate 200 million Vanke shares.

  In April 2021, the market first reported that Wang Shi was preparing to launch his own SPAC company, which focuses on investment institutions in the fields of carbon neutrality, urban renewal and new consumption, and plans to list in the United States in the future.

  A reporter from Shell Finance reviewed Wang Shi's public activities and found that the layout of the carbon neutral field is in line with Wang Shi's consistent environmental protection concept.

  As early as 1999, Wang Shi founded the Vanke Architecture Research Center and introduced the concept of green and environmental protection in buildings; in 2007, he officially launched the road to green buildings and obtained the first domestic green three-star certification for residential buildings; in 2008, he launched the Vanke Public Welfare Foundation to pay attention to Environmental governance and zero waste in the community; in 2018, Wang Shi also launched the "Climate Action for Chinese Enterprises" and so on.

  And choosing to list on the SPAC of the Hong Kong Stock Exchange is an "early adopter" move by Wang Shi.

  The full name of SPAC is "special purpose acquisition company". As an alternative form of innovation for listed companies, its basic operation mode is to complete the IPO first, and then acquire potential but unlisted "target companies through business mergers and acquisitions". ".

  Deloitte has previously released a research report showing that the term "SPAC" was first used in the United States as early as the 1990s. In the mid-2010s, the price of mass commodities was sluggish, which prompted investors to turn or pay attention to the acquisition of operating companies at low prices. The mining rights' own management team, SPACs have since become very popular in the U.S. oil and gas industry.

After 2013, the number of SPAC listings in the United States has grown steadily, and the number of SPAC listings in 2021 will hit a record high of 613.

  In July 2021, the Hong Kong Stock Exchange also announced the establishment of a SPAC listing mechanism, which will take effect on January 1 this year.

At present, more than 10 companies have submitted forms, and one of them has been listed.

Behind the SPACs that have been submitted, not only former Ali CEO Wei Zhe, Li Ning, He Youlong, Zheng Zhigang, the son of the gambling king, Chen Delin, former president of the Hong Kong Monetary Authority, but also PEs such as Chunhua, China Merchants Bank International, and Agricultural Bank of China International Asset Management. .

  However, the SPAC mechanism is speculative and involves huge risks. Shell Finance noticed that in 2021, when SPACs were hot, Buffett issued a warning in June of that year, believing that SPACs "gamble with other people's money", and Munger directly said this. It is a kind of "bubble".

  Entering 2022, SPACs are experiencing a pre-cooling trend in U.S. stocks.

According to Caixin, according to statistics from SPAC Research, a US stock SPAC information platform, in 2022, the US stock SPAC market will begin to see a wave of withdrawals in the IPO stage. Among them, there will be 48 in the two months from January 17, 2022 to March 20, 2022. US stock SPAC withdraws IPO.

  Compared with U.S. stocks, the SPAC listing mechanism launched by the Hong Kong Stock Exchange has stricter thresholds and conditions, and has a stronger protective effect on investors.

  According to Deloitte Research, at least one SPAC sponsor is required by the Hong Kong Stock Exchange to be a Type 6 (advising on corporate finance) and/or Type 9 (asset management) license issued by the SFC, and at least A promoter needs to own more than 10% of the shares of the SPAC company; in addition, its SPAC initial public offering is only for professional investors; for asset injection, the company must basically meet the overall requirements of Hong Kong stock IPOs.

  Beijing News Shell Finance Peng Shuo