Chapter 29 The Seven Year Rule
If you want to have a complete life, you must first have a complete stomach.

Han Yi really couldn't refuse Zhao Youzhen's hopeful eyes, not taking her to another meal of Los Angeles food would be like driving out a stray cat hiding under the eaves in a rainy day, it would make people feel guilty.

Feamu Derwig picked up the two at [-]:[-] and headed towards Suttle in West Hollywood. This neighborhood has a very vivid name, Little Osaka.The most famous restaurant here is Tsujita LA, which is famous for serving Japanese dipping noodles.

Han Yi doesn't like the clear-cut superior-subordinate relationship. As long as professionalism and work efficiency can be guaranteed, he doesn't mind getting along with his employees as friends.Therefore, Fei Yamu repeatedly declined, but finally he couldn't resist, and joined Han Yi and Zhao Youzhen for dinner.

With the bitter experience of Mala Dongcun and Chongqing Laozao, the well-educated Zhao Youzhen did not accept Han Yi's suggestion, and added a large spoonful of spicy Gaocai to his noodle soup.

As for Fei Yamu, he obviously followed the boss's lead.

"Albanian food is not very spicy, we only use some red pepper flakes and black pepper to enhance the taste. But boss, it doesn't mean I can't eat spicy food." Pour all the spicy high vegetables left in the seasoning jar into the bowl in one go, While stirring, Feyamu preached in English with a full accent, "When I eat stuffed red peppers, I have to drizzle extra hot sauce on it."

The pride of this Balkan tough guy was wiped out as soon as the first sip of soup entered his stomach.

Until Han Yi sent Zhao Youzhen back to the Atrium apartment on Gary Avenue on the west side of the UCLA campus, Fei Yamu in front of the driver's seat did not slow down.

"Thank you, Han Yi...for your care these two days." Zhao Youzhen looked at Han Yi and said softly in Chinese.Then, she patted Fei Yamu on the shoulder, "Take care of yourself, okay, Fei Yamu."

"If you want to eat, you can find me anytime." Han Yi pointed to his mobile phone and replied in Chinese, the two had already exchanged social media contact information in New York, "I don't know anything else, I must be an expert in eating. "

"Thank you, Miss Zhao." Fei Yamu settled another bottle of Davani mineral water.He turned his head, pulled his red and swollen lips upwards, showing a friendly and painful smile, "We'll see you next time."

next time?

Zhao Youzhen always thought that Fei Yamu was just the driver of the airport pick-up vehicle booked by Han Yi.The girl naturally wouldn't ask in detail, and Han Yi didn't say much.Hearing this strange farewell, she just tilted her head in some doubts, then threw the question mark out of her mind, turned around and got out of the car.

"Take care of yourself!"

"You too!" Zhao Youzhen waved his hand, watching Chevrolet continue driving north.

Really up the mountain?

Do you want to play a full set?

Looking at the shadow of the car gradually shrinking into a red dot, Zhao Youzhen bit his lower lip lightly, and subconsciously brushed the temple hair behind his ear.

Traveling with a companion seems to be pretty good.

Han Yi, who was exhausted by boats and cars, slumped on the bed when he returned to No. 864 Stella Della Road, fell asleep in the sleep aid fragrance carefully prepared by Johanna Jansen, and did not wake up until six o'clock the next morning .

There is a three-hour time difference between New York and Los Angeles. It is normal for runaways like Han Yi and Zhao Youzhen who count their exercise steps in the Big Apple every day to feel jet-lagged when they are so tired.

Han Yi did not return to Los Angeles on the last day of the spring break, but his best friend who was supposed to return to the United States on the same day told him on the small green bubble that he needed to come back two days later, and no matter how Han Yi tried to persuade him, he politely declined Offer to pick up the plane.

"It's really okay, I have ordered a car... Don't worry, I will take care of myself."

After expressing his position, Han Yi stopped insisting.In his memory, Xu Yiru, who is independent and self-reliant, is the correct version. The one who recommended romance novels to him on the highway before the spring break may just be the product of an occasional program error.

More importantly, Han Yi also has many problems that need to be solved urgently.

Sitting in the private office on the left side of the villa entrance, closing the curtains and turning on the iPad, Han Yi began to carefully sort out the next series of work progress that needed to be followed up.

The acquisition of UTA was the first to bear the brunt. On Tuesday, March 3, the evaluation and analysis team of Parkway Capital went to Manhattan to meet with the negotiating opponent for the first time at the office of Meritor Investment Bank at 22 Park Avenue. The situation was quite optimistic.

As mentioned before, every independent boutique investment bank has its foundation for survival.Meritor's most boastful strength is asset restructuring.Including the $2009 billion debt of the Dubai government in 260, Meritor has provided restructuring solutions for more than 400 projects with a total value of more than $[-] trillion, ranking first in the global restructuring market.

The second strength of Meritor is the merger and acquisition consulting service entrusted by UTA. In 2013, Berkshire Hathaway and 3G Capital acquired Heinz Foods for US$280 billion. In 2010, the Student Loan Group was sold to Discovery Bank for US$420 billion. Billion-dollar merger, and the 2008 Blackstone privatization of Hilton Hotel Group for $612 billion.These big cases, which are ranked high in the history of the capital market, all have Meritor Investment Bank actively behind the scenes.

In fact, most of Meritor Investment Bank’s net profit of nearly US$2015 million in fiscal year [-] came from consulting services.

The difficulty of mergers and acquisitions depends not only on the financial strength and cooperation intentions of the two rival companies, but is also closely related to the status of the consultants they hire. In 2015, the quarterly revenue of Meritor Investment Bank in Q1 and Q2 fell sharply year-on-year. The net profit recorded in Q2015 1 was US$9900 million, which was only 2014% of the same period in 86. This had a serious impact on the trend of Meritor in the secondary market.

After the release of the 2015 Q2 quarterly report, the stock price continued to fall, and even fell below the issue price last month.And the best way to recover the decline in revenue is, of course, to facilitate the M&A project being consulted as quickly as possible.

Generally speaking, investment banks with relatively healthy financial conditions and no worries about the company’s operations are more inclined to extend the timeline of mergers and acquisitions.Because they will charge a "custodial fee" on a monthly basis, some more straightforward investment banks directly call it a monthly consulting fee.Usually, consulting companies that provide mergers and acquisitions consulting services can get consulting fees ranging from US$5 to US$25 at least.

但这并不是提供咨询真正赚钱的地方。咨询服务的核心营收点,在于业务达成后的“成功费”。对于小于100万美元的融资项目来说,顾问一般会收取7-10%的融资金额作为成功费。当金额来到3000到5000万美元的区间,佣金点值就会缩减到2-5%。

If the project exceeds 5000 million US dollars, it is difficult for both parties to reach an agreement on the value of commission points. At this time, a fixed amount of success fee will be stipulated in the consultant agreement, usually between 200 million and 300 million US dollars, to reach a high-volume transaction Of course, the rewards obtained will be more.

The monthly consulting fee is counted as deferred income in the financial statements and will be recorded as a liability before the service is completed, while the success fee after the transaction is completed is the real operating income.

This is the real reason why Meritor Investment Bank wants to complete this acquisition more than Parkway Capital. The M&A and strategic consulting departments of the entire New York office are under great pressure on performance indicators. This month alone, they have Standard Industries in their hands. The USD 10 billion acquisition of the Danish company Icopal, the 27.3% equity sale of the Dubai Gold Commodities Exchange invested by Indian Fintech Co., Ltd. and FT Group, and the USD 4.5 million acquisition of CIFG Holdings by Guarantee Co., Ltd. Two M&A consultations are conducted simultaneously.

The UTA equity acquisition case initiated by Han Yi and Bohui Capital is just one of the various cases.

Lang has a concubine who is interested in love, and the matchmaker from the sidelines is also anxious.With the three parties involved in the acquisition reaching an agreement, the negotiations lacked those links of hypocrisy and obscurity.

In the letter of intent submitted by Meritor Investment Bank, UTA is willing to exchange 40% of the equity in exchange for financing of 2.5 million US dollars.If the seller's proposal is followed, UTA's total valuation will come to $6.25 million.

Is UTA ​​worth so much money?

The answer is obviously no.It is very difficult to calculate the correct valuation of a company. Depending on the position, willingness and experience, each party may calculate completely different figures for the same financial statement.

Taking a record company as an example, its artist resources, the contract status of major artists, the income of master tape products in the past ten years, the distribution of royalties in the past ten years, the ownership of the copyright library, and various details that seem insignificant to outsiders, such as Whether a certain head artist is exclusive in terms of commercial endorsement has the probability of having a major impact on the final valuation of the record company.

In comparison, the business structure of performing arts brokerage companies is relatively simple, there are basically no real assets, the income structure is relatively simple, and the channel links with upstream resources and downstream customers are relatively clear.The key data that can really affect the valuation evaluation are actually the contract between the institution and the client, the annual gross profit and net profit obtained through the brokerage business, and the growth of other non-main businesses such as case planning services.

To put it more simply, it is: how much money can you make now, and whether you can maintain this momentum and continue to make money in the future.

And such a future cannot be imagined without restrictions. In the final analysis, the California government promulgated Article 1937 of the Labor Law in 2855, stipulating that the execution period of personal service employment contracts shall not exceed seven years, which was recognized by the entertainment industry. Practitioners call it the "seven-year rule." This regulation played a decisive role in restricting the valuation of performing arts brokerage companies.

At present, the performance agency agreements signed between performing arts brokerage companies and artist clients are all between 1 and 5 years in length.If an artist is a member of the Actors' Equity Association or the American Federation of Television and Radio Artists, the initial agreement signed by the performing arts agency with these artists cannot even exceed a one-year period.

Record labels and music distributors can neatly get around the seven-year rule by requiring track numbers.In fact, since Olivia Newton John's famous record contract lawsuit, the record company basically does not sign the number of years with the artist, but directly signs the number of albums that need to be delivered.However, performing arts agencies, which help clients contact various types of business resources, have no way to circumvent this legal restriction, which makes the binding between artists and performing arts agencies extremely weak.

Even if the company has a group of artists who can earn hundreds of millions of dollars every year, if they have to renegotiate the agency contract with them every 1-5 years, and each time they have to transfer part of their rights to keep them, then even No matter how big a valuation agency is, it will doubt the sustainability of this kind of income.

Just like when UTA poached CAA's agent and CAA turned against Johnny Depp, the appearance of an acting agency may instantly become a competitor's spoils of war.

What's more terrible is that performing arts brokerage is not an industry that can increase the profit margin of a single transaction.In this industry where guilds are extremely powerful, most guilds prohibit brokers from taking more than 10% of their members. In 2010, California passed the "Craekorian Talent Anti-Fraud Act", even prohibiting brokers from collecting advance payments from clients, which can be regarded as completely cutting off the desire of performing arts brokers to increase their income from a single transaction.

No matter how big a contract is negotiated for an artist, no matter how much effort the acting agent puts in, their commission is fixed at 10%, which is why acting agents are called Ten Percenters in the circle.

The control over its assets is weak, and the customer list may change a lot. Unless the scale is expanded, the imagination of revenue and profit is also very limited.These factors determine the strong demand of performing arts agencies for financing expansion, and it is also the Achilles heel that prevents them from obtaining high valuations.

Last year, UTA had a gross profit of US$3.25 million, a net profit of US$5000 million, and more than 1000 employees. It is not too much to call it a labor-intensive industry.In contrast, Sony/ATV, a music distribution group, has less than 1000 employees. In 2015, its gross profit exceeded 6 million US dollars, and its net profit reached 2.56 million. Create recurring income for 35 years.In the eyes of the evaluation and analysis team of Parkway Capital, the total valuation of a performing arts brokerage company like UTA is absolutely impossible to exceed 5 million US dollars.

As a result, a 43% stake and a letter of intent of US$1.9 million was returned to Meritor Investment Bank as a revised opinion, which reduced UTA's valuation to US$4.41 million.

Han Yi did not directly participate in the entire valuation and negotiation process.But through Le Pen and the two Chinese executive directors, he is actively and meticulously assimilating the key details of the entire process, including the professional knowledge of the capital market, operating rules, and the commercial means of Valuation and Negotiation by Parkway Capital.

Han Yi knew very well that he would not be a director, producer, artist manager, or acting agent when he entered the entertainment industry.He who is about to break into this extravagant party like a storm will appear as a capitalist at the top of the food chain.

If he wants to swallow big mouthfuls under the awe-inspiring gaze of others, he must adapt to this role as quickly as possible.

Of course, to become a real entertainment capital tycoon, he needs to do more than simply study.

According to his property manager Corey McIntosh, the establishment of a family office that controls all assets has become a top priority for Han Yi.

 Many book friends have responded to the problem of too many introductory texts. I am actively modifying this point. In the future, I will compress a lot of introductory content.

  However, with the development of the business line, a lot of professional knowledge about the operation of the music industry and the film and television industry must be involved. If you don't introduce it, everyone may not understand the protagonist's operation.

  In addition, as a practitioner in the international music industry, I found that there is no work that can describe the real situation of the European and American music industry at present.I feel that since I have experience in this field, I also have the responsibility and obligation to output correct knowledge and industry conditions for everyone.

  Therefore, other types of popular science texts will definitely be reduced, but the introduction of the career line is unfortunately necessary. I am sorry if it affects everyone's reading experience.I try to keep the story as coherent as possible while keeping the message short and effective.

  
 
(End of this chapter)

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