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Private equity

Our practice provides solutions to a host of issues and technical challenges, from finding the right deals and evaluating the risks, to sourcing the best specialists to see it successfully established.

Unlocking the complexity of private equity 

The intelligent approach is to have a single, dedicated financial adviser in tune with your objectives to connect you to the right resources, at the right time, ensuring success at each stage of your transaction.

PwC slices through the complexity of private equity and offers lifecycle support – from inception to acquisition to post-deal support and exit. Our expertise spans a range of private equity services to support your needs in tax services, due diligence, IPOs, joint ventures, mergers & acquisitions and more. It’s all delivered through one team, one point of contact and one goal – your success.

Our services

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Delivering value through your cycle

Click to view our suite of services at each stage of the private equity lifecycle.

Fundraising

Like any new endeavour, setting up a private equity fund can be daunting. There are questions around market opportunities and the size of prize as well as practical concerns on how to design investment structures, and how to best manage tax, financial and other regulatory requirements. That’s why our team of experienced assurance, tax and advisory professionals are here to work with you every step of the way – regardless if you are a new venture, fund manager or portfolio company – helping you to navigate the do’s and don’ts of setting up a private equity fund in China.

How we can help?

 Audit

  • Fund capital verification
  • Fund audit
  • Fund financial reporting system advisory
  • Fund performance valuation system

Tax and legal

  • USD and RMB fund structuring planning: Hong Kong’s new limited partnership fund regime, Hong Kong Uniform Fund Tax Exemption, British Virgin Islands (BVI) and Cayman Islands substance; VAT exemption on sub-advisory fees)
  • Deal professional individual level: Common Reporting Standard (CRS), carried interest planning, individual income tax planning and compliance
  • Tax, regulatory, legal advisory and compliance at fund level via technology (e.g. Digital passive foreign investment company (PFIC) testing)

Deals

  • Fund placement and limited partner (LP) introduction
  • LP agreement advisory
  • General partner (GP) introduction
  • GP due diligence

Investment

Generating and identifying solid leads requires a clear view of what type of investments your fund excels in. It also requires extensive knowledge and connectivity to the marketplace. In an increasingly competitive environment, how do you cut through the noise to find a strategic fit for your investment needs? And can you generate enough quality leads to outperform your competitors and sustain deal flow?

Is this a good company and is the price right? This is the first question that must be answered before any PE fund proceeds to the next phase in the deal flow process. Yet, there is no magic formula or right answer. Financial and commercial due diligence covering the company’s financial performance, commercial operations and earning potential against competitors or industry benchmarks are necessary and to identify growth drivers and risk factors which affect potential synergies and costs of acquisition. Meanwhile, valuation models can vary by industry making it more difficult for in-house teams to determine if “the price is right”.

At PwC, we invest in people and relationships to help our clients throughout the deal flow process. Our people have extensive experience working with a broad base of clients across all industries and many of our corporate finance specialists have worked in leading investment banks. As independent advisers, we make it a priority to help you meet your strategic investment needs. Meanwhile, we have a team of strategy consultants and sector-specific deals, tax and audit specialists to put your needs first. With your objectives in mind, we leverage our industry perspectives and technical knowledge to recommend ways in which you can maximise value in structuring deals and negotiations.

How we can help?

Audit

  • Purchase price allocation (PPA) accounting
  • Closing audit
  • Light due diligence

Tax and legal

  • Tax and legal due diligence
  • Tax and legal structuring advice and implementation
  • Tax transaction cost analysis
  • Tax modelling
  • Fund flow analysis
  • Sales and purchase agreement (SPA) review and negotiation support

Deals

  • Target or investor screening and brokerage
  • Industry and market research and assessment
  • Advice on capital raising
  • Buy-side financial advisory
  • Preliminary target review
  • Financial, commercial, HR, operation, IT, Data and legal due diligence
  • Closing assistance
  • Valuation, PPA accounting
  • Project management (PMO)
  • Deal advisory, SPA review, negotiation support

Portfolio company management

The first hundred days after closing can determine the success of merger and integration. How do managers turn a newly acquired business around and realise synergies? What should be the priority: enacting cost savings, optimising operations, motivating people or all of the above? In divestitures and carve outs, short term fixes such as a transactional services agreement may be needed to sustain operations until a longer-term solution is ready. Meanwhile, the reality is that a range of performance improvement measures are concurrently needed, requiring both attention to detail and expertise in areas such as financial reporting, tax regulation, IT and operations, human resources and internal controls.

How we can help?

Audit

  • Audit of portfolio companies
  • Financial function effectiveness and internal control
  • Accounting advisory

Tax and legal

  • Tax, regulatory and legal compliance at portfolio level via technology (e.g. entities management, tax reporting and strategy (TRS))
  • Value creation plan and delivery: tax and transfer pricing planning, treaty benefit planning and application, VAT exemption planning
  • Ongoing tax review and health check (including trade and customs services)
  • Pre-IPO restructuring and employee stock ownership (ESOP) planning

Deals and consulting

  • Taking control
  • Post-merger integration
  • Value creation plan and delivery
  • Portfolio performance monitoring
  • Responsible investment and sustainability
  • Investor screening and brokerage for capital raising of portfolio companies

Exit

A successful exit, be it through an initial public offering, strategic acquisition, secondary sale or management buyback, requires forward thinking and planning to ensure that the right pieces are in the right places at the right time to maximise both fundraising potential and an investor’s return on investment. Our team of specialists can work with you to assess your options at each step along the way, sharing our global insights on fundraising, origination, capital markets developments and listing requirements in China and international stock exchanges.

How we can help?

Audit

  • IPO audit
  • Pre-IPO financial effectiveness, IPO readiness

Tax and legal

  • Vendor due diligence and assistance
  • Exit tax planning and support: exit tax structuring and compliance, defend and negotiate favourable tax settlement basis with tax authorities
  • Sale and purchase agreement review and negotiation support
  • Foregin exchange remittance

Deals

  • Potential buyer screening and brokerage
  • Sell-side financial advisory
  • Vender due diligence
  • Vendor assistance
  • Deal pricing strategy
  • Valuation services
  • Restructuring services

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Contact us

David Brown

David Brown

Asia Pacific Deals Leader, Global Corporate Finance Leader, Asia Pacific Private Equity and Sovereign Investment Fund Leader, PwC China

Tel: +[852] 2289 2400

Roger Liu

Roger Liu

Mainland China and Hong Kong Private Equity Leader, M&A Advisory North Leader, PwC China

Tel: +[86] (21) 2323 3951

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