Alibaba in Talks to Reclaim Stake in Alipay Payments Unit
As IPO Nears, E-Commerce Giant in Talks With Spinoff About Reacquiring a Stake
Chinese e-commerce giant Alibaba Group Holding Ltd. is in discussions with its major shareholders to reclaim a formal stake in its strategically important online-payment affiliate, said people familiar with the matter.
A stake in the affiliate, called Alipay, could significantly raise the future value of Alibaba, now preparing an initial public offering already expected to be one of the largest in U.S. history. However, even if an agreement over Alipay is reached, it isn't expected to take effect before the IPO, the people said, and would face regulatory review in China.
Alipay is central to Alibaba's operations, processing its e-commerce payments similar to the way PayPal handles transactions for eBay Inc. EBAY -4.97% It has also jumped into financial services, and now controls China's largest money-market fund, with assets of $87 billion.
The Alibaba-Alipay relationship has been controversial, and demonstrates an often interconnected web of Chinese corporate ownership.
Alibaba founder Jack Ma separated Alipay from the group in 2011, saying the spinoff was necessary for Alipay to obtain a license to continue its business under then-new Chinese government regulations.
The move prompted large Alibaba investor Yahoo Inc. YHOO +0.33% to complain it wasn't made aware of the transfer of Alipay until after it was enacted. Some investors were angry that the shift devalued their holdings.
Alibaba said at the time that its board, on which Yahoo co-founder Jerry Yang held a seat, had previously discussed the possibility of such a spinoff. The two firms, and another major investor SoftBank Corp., later reached an agreement over terms of the separation.
Today, Alipay is controlled by a parent company in which Mr. Ma holds a 46% stake. Other Alibaba co-founders also hold stakes in Alipay's parent company. That parent company also owns the unit that operates Alipay's money-market fund, Yu'E Bao.
SoftBank, a Japanese Internet and mobile service company, has an about 37% stake in Alibaba Group. Yahoo, its second-largest shareholder, owns 24% and Mr. Ma owns roughly 7%.
Following the 2011 spinoff, Alipay and Alibaba agreed that Alibaba would be paid between $2 billion and $6 billion if Alipay were to go public. Their agreement also sought to ensure that Alipay didn't try to overcharge Alibaba for its payment services. The direct ownership structure under discussion would replace that framework agreement.
One scenario being discussed with a major shareholder would have Alibaba taking a one-third stake in Alipay, said one of the people familiar with the talks.
Changing the ownership structure is "still only a concept at this point, and there is no timeline," another person familiar with the discussions said.
The Alipay ownership discussions come as Alibaba is gearing up for an IPO late this summer that could raise more than $20 billion. With such a huge supply of shares potentially coming to market, the company must drum up significant interest among investors if it wants to sell those shares at a high price.
The possibility of direct ownership in Alipay could add to investor excitement, enabling Alibaba's future shareholders to benefit from Alipay's growth, especially in its payment services for non-Alibaba clients and in its financial services. Alipay doesn't disclose its profit or revenue.
Changing the ownership structure could address lingering corporate governance concerns stemming from the 2011 spinoff. That episode offered a reminder of the risks of investing in China, where companies often have to shift direction at Beijing's behest and where foreign investors have little recourse.
It might also soothe investors' concerns about potential conflicts of interest, since Mr. Ma's stake in the company that controls Alipay is much bigger than his roughly 7% interest in Alibaba.
Alibaba's value derives primarily from its ownership of China's leading online shopping destinations Taobao and Tmall, which together account for about 80% of the Chinese consumer e-commerce market, according to analysts. Those two sites generate most of Alibaba's sales, which grew 62% to $8 billion in 2013, from $4.9 billion in 2012.
Bernstein Research analyst Carlos Kirjner estimates Alibaba is worth between $240 billion and $250 billion, and that estimate includes just $6 billion for Alipay, reflecting the potential payout to Alibaba if the ownership structure isn't revised and Alipay eventually lists on its own. Bankers have struggled to value the payments unit since its financial results aren't disclosed and Alibaba has no direct ownership.
Merck explores $15 billion-plus drug portfolio sale - sources
NEW YORK/LONDON (Reuters) - Merck & Co Inc (MRK.N) is considering selling a big portfolio of mature drugs that could fetch more than $15 billion, according to people familiar with the matter, as the U.S. drugmaker continues to streamline businesses to focus on high-growth areas.
Merck, which is also in the process of selling its $14 billion consumer healthcare unit, is working with an investment bank on the potential sale of the off-patent drugs, which could draw interest from generic drugmakers, the people said.
Merck's off-patent drugs are called "diversified brands" and many are sold in emerging markets.
The sale processes underscore efforts by large drugmakers to shed smaller divisions they view as non-core so they can better focus on their mainstay products. They have shown new willingness to consider large asset swaps with rivals to exit weaker businesses and bolster core areas where they are already top players.
Sanofi SA (SASY.PA), being advised by Evercore Partners Inc (EVR.N), is also in the market with its aging drug portfolio, which could fetch between $7 billion and $8 billion, Reuters reported on Tuesday.
Representatives for Merck declined to comment. The sources asked not to be named because the matter is not public.
Both Merck and Sanofi have an extensive line-up of older products that could be carved out, following similar moves now under way at Pfizer Inc (PFE.N) and GlaxoSmithKline Plc (GSK.L) to place older products in separate divisions.
Pfizer announced last year it planned to separate its business into three units - innovative pharmaceuticals; vaccines, oncology and consumer health; and established products. The U.S. group has not ruled out a full breakup.
GSK is starting down a similar path, and CEO Andrew Witty said on Wednesday that he would consider single products or broader divestiture of its established drugs.
Closing Market Summary: Stocks and Bonds Climb While Fed Tapers Again
Equity indices spent some time on either side of their respective flat lines on Wednesday, but when the dust settled, they ended with modest gains. The Dow Jones Industrial Average, S&P 500, and Nasdaq all added 0.3%, with the Dow registering a new record closing high at 16,580.84, which represented its first green close for the year.
Today's session featured another heavy dose of earnings and a full slate of economic data. Prior to the open, index futures jumped in reaction to a better-than-expected ADP Employment report, but promptly surrendered those gains when it was reported that GDP increased a puny 0.1% in the first quarter (consensus 1.0%).
The disappointing report ensured a lower start for the major averages, but they only took one more step down before forging a rebound on the back of the industrial sector (+0.5%), which drew strength from transports. The Dow Jones Transportation Average jumped 0.7%, bolstered by above-consensus earnings reported by C.H. Robinson (CHRW 58.90, +2.91).
The S&P 500 and Dow were able to reclaim their flat lines within the first hour of action, while the Nasdaq remained in the red a bit longer as biotechnology and high-beta tech names weighed.
After clawing back to unchanged, the key indices maintained narrow ranges until the Federal Open Market Committee released its latest policy statement, which called for another $10 billion reduction to monthly asset purchases, lowering the total to $45 billion.
There were few changes overall in the language the FOMC used to communicate its stance. One switch came in the opening sentence as the committee acknowledged that growth in economic activity has picked up recently, after having slowed sharply during the winter in part because of adverse weather conditions. In March, the directive stated that "growth in economic activity slowed during the winter months, in part reflecting adverse weather conditions."
What that opening sentence, and the decision to cut another $10 billion from its monthly asset purchases implied, was that the FOMC is clearly expecting pent-up demand to shine through in the second quarter and to overshadow the feeble 0.1% GDP growth rate for the first quarter.
In any event, equity indices gyrated a bit following the release, but climbed to new session highs into the close. The late-afternoon move allowed the Nasdaq to catch up to its peers, while also giving a boost to biotechnology. The iShares Nasdaq Biotechnology ETF (IBB 230.25, +1.16) gained 0.5%, while the broader health care sector (+0.1%) underperformed amid weakness in Express Scripts (ESRX 66.58, -4.43) after the company reported disappointing quarterly results.
The post-FOMC move also lifted some of the high-beta tech names off their lows, but shares of Twitter (TWTR 38.97, -3.65) still finished at a new all-time low after reporting its quarterly results. The stock tumbled 8.6% after Twitter's disappointing user growth overshadowed its above-consensus earnings.
On the downside, the energy sector (-0.01%) ended just below its flat line, but still finished April ahead of the remaining nine groups with a gain of 5.1%.
Treasuries retreated overnight, but reversed course following this morning's GDP report. The 10-yr note advanced 12 ticks, pressuring its yield four basis points to 2.65%.
Boosted by month-end flows, trading volume was above average as 892 million shares changed hands at the NYSE floor.
Reviewing today's data:
* The ADP Employment report indicated that employment in the nonfarm private business sector rose by 220K in April, which was above the increase of 215K expected by the consensus. * Q1 GDP increased 0.1% quarter-over-quarter, which represented the lowest quarterly increase since GDP rose by the same amount in Q4 2012. The consensus expected GDP to increase 1.0%. Many analysts over the last couple months have theorized that the softness in the first quarter is the result of extreme winter weather conditions. In our opinion, economic growth has tended to slow during the first half of the year for the past several years. The slowdown in Q1 2014 was not extraordinary and we do not expect a snap back from pent up demand to occur immediately in Q2 2014. * Manufacturing activities in the Chicago region rebounded in April as the Chicago PMI jumped to 63.0 from 55.9 that was reported in March. That was the strongest reading since the index reached 66.6 in October. The consensus expected the PMI to increase to 56.5. The increase in the Chicago PMI was predicated on a large boom in production. The production index jumped to 70.5 in April from 61.7 in March. More importantly, a solid increase in order backlogs (54.9 from 50.4) is likely to keep upward pressure on production growth over the next few months. * The weekly MBA Mortgage Index fell 5.9% to follow last week's decline of 3.2%.
Tomorrow, the Challenger Job Cuts report for April will be released at 7:30 ET, while weekly initial claims, March Personal Income, PersonalSpending, and core PCE Prices will all be reported at 8:30 ET. March Construction Spending and the April ISM Index will both be released at 10:00 ET, while auto and truck makers will be reporting their April sales throughout the day.
* S&P 500 +1.9% YTD * Dow Jones Industrial Average +0.03% YTD * Nasdaq Composite -1.5% YTD * Russell 2000 -2.9% YTD