Sinopec Group, China's biggest refiner and petrochemical maker, was a sprawling state-owned group with heavy debts and thousands of auxiliary businesses. The government wanted an international listing to raise capital, cut debt and impose market discipline, but the whole group was not investable as one company.

The decision, executed in 2000, was a carve-out: core exploration, refining, petrochemical and marketing assets were transferred into a new joint-stock company, Sinopec Corp, incorporated on 25 February 2000, while loss-making auxiliary operations stayed with the parent. Before the IPO, global oil majors signed up — ExxonMobil up to 20% of the offer (up to US$1bn), Shell 14% (up to US$430m), BP up to US$400m, and ABB US$100m.

Sinopec Corp completed its initial public offering on 19 October 2000, listing H shares on the Hong Kong Exchange and ADSs on the New York and London Stock Exchanges. The 16.78 billion shares raised US$3.462bn, making it the first Chinese company listed simultaneously on the three exchanges (People's Daily).

The listing gave Sinopec a liquid equity currency and a governance structure, and anchored foreign partners in China's downstream energy market just as the country was opening it.

16.78bn H shares raised US$3.462bn at the 19 Oct 2000 HK/NY/London IPO; ExxonMobil, Shell, BP and ABB committed up to US$1.83bn as strategic investors.

The carve-out separated the profitable core from loss-making auxiliaries, so the listed entity was financeable.

Strategic stakes from ExxonMobil, Shell and BP anchored the deal and signaled confidence to other investors.

A three-exchange listing forced international disclosure standards onto the company before it raised money.

The parent group kept the rest of the business, so restructuring pain stayed outside the listed vehicle.

Carve out the profitable core, anchor with strategic investors, then float: their stakes de-risked the IPO and forced governance standards on the listed entity before public money was raised.

Sinopec Corp listed A shares in Shanghai in August 2001 and later bought assets back from the group. It grew into one of the world's largest integrated energy companies, and the carve-out-plus-strategic-investors template was reused by Chinese oil, telecom and bank privatizations in the following years.

FOLLOW THE EVIDENCE

The sources

  1. Sinopec Corp Form 20-F FY2004 — History and Development of the Company sec.gov
  2. Oil Giants to Tap Sinopec (Oct 2000) english.china.org.cn
  3. Sinopec to Reap New Record Profit (Dec 2000) en.people.cn