华利安：2022私有化交易研究报告（中译版）（62页）.pdf

1、2022 Going-Private Transaction StudyJuly 202301STUDY OVERVIEW02STUDY RESULTS03APPENDICESTransaction Details20192020 Going-Private Transaction Study SummaryIntroduction to Houlihan LokeySelected Professional BiographiesDisclaimer01STUDY OVERVIEWIntroduction4 In the 2022 Going-Private Transaction Stud

2、y(the“Study”),we have summarized and analyzed 45 going-private transactions announced in the calendar year ended December 31,2022.As of the date of this study,43 of the going-private transactions have closed and two are pending closing.For purposes of this Study,a target company is generally conside

3、red to have“gone private”if its pre-transaction publicly traded shares were purchased by a privately held financial sponsor,investment company,or similar entity(generically referred to as a“financial buyer”),typically in a leveraged buyout transaction.Specifically,this Study analyzes the following k

4、ey items for each of the 45 transactions:Transaction background,focusing on management,stockholder,and board involvement;Transaction valuation(including transaction multiples and acquisition premiums);Deal protection measures and fiduciary provisions;Transaction structure and financing;and Terminati

5、on provisions.The Study was authored by Richard De Rose,Matt Kavney,and Gretta Conrath of Houlihan Lokeys New York,Atlanta,and Chicago offices,respectively.If you have any questions or comments,please contact Mr.De Rose at 212.497.7867,Mr.Kavney at 404.495.7030,or Ms.Conrath at 312.462.6407.Definiti

6、on of Key Items in the Study5 We used the following methodology to analyze each of the transactions:Transaction Value:We calculated transaction value(TV)using data from S&P Capital IQ.TV represents the cost to acquire all common equity,preferred equity,and convertible securities,plus the face value