Sammy Lai

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Sammy Lai is a Deals Partner of PwC China. He has over 20 years of valuation, investment and project finance experience.

Sammy serves as valuation expert in a number of dispute and litigation cases in relation to dissented shareholders, company privatisation and divorce proceedings involving individuals, MNC, private or public companies and has served as expert witness testified before the Hong Kong International Arbitration Center (HKIAC). He assisted legal counsel and clients in giving opinion on value / economic losses in relation to infringement of intellectual properties (IPs) and breach of contracts. Sammy has been recognised by the Who’s Who Legal as an Arbitration Expert Witness and an Expert in Financial Advisory and Valuation - Quantum of Damages.

Sammy is experienced in providing fairness opinion and various types of valuation work, advising board of directors of listed companies and private equity sponsor groups on corporate finance matters.

Sammy has performed numerous valuations, financial modeling and due diligences work for corporates and investment funds in relation to businesses, securities, debts, derivatives, IPs and various asset classes for purposes like acquisitions, divestitures, joint ventures, financing, restructuring, initial public offerings (IPO), tax, go-private transactions, litigation support, financial reporting and fairness opinions.

Sammy has advised clients in a wide variety of industries, including consumer products, energy, entertainment, industrial products, information, media, pharmaceutical, technology and telecommunication. In addition, he has spent five years specialising in direct investments and project financing for a U.S. and a European public company in the power industry. He also lectures on topics including mergers & acquisitions, valuations of IPs, valuation for financial reporting at various professional events.

Selected professional experience

• Fairness and solvency opinion
  • Sammy advised the Special Committee of Independent Directors for a number of U.S.-listed Chinese companies in evaluation of offers by the companies’ management to take the companies private.
  • Sammy advised a U.S. listed company in spinning off a subsidiary in a related-party transaction and issued an opinion from a financial point of view.
  • Sammy was engaged to issue a solvency opinion to the board of directors of a public company in relation to a highly leveraged transaction involving the spin-off of a business segment of a public company.
• Dispute and Litigation support
  • A European company acquired a Chinese company and disputed with the sellers on the purchase price. Sammy was engaged as an expert to assess the fair amount of the purchase price and gave evidence in the HKIAC.
  • The shareholders of a private company with variable interest entity (VIE) structure executed an agreement to sell off the controlling interest of the company to another public company in China. The process lasted for a year, VIE structure demolished but the deal was terminated. Sammy is engaged as an expert witness to assess the losses to certain shareholders because of the deal termination due to alleged faults of some shareholders and gave evidence in the HKIAC.
  • A company sued its joint-venture partner for infringement of trade name. Sammy was engaged as an expert to give evidence on the fair market value of the trade name and testified in the HKIAC.
  • Sammy is currently engaged in a matrimonial case to serve as an expert witness to assess the fair value of a sports media business and be prepared to give evidence in the HKIAC.
  • A U.S.-listed Chinese gaming company went private in 2017 and a group of dissented shareholders exercised its appraisal right to request for an appraisal of the fair value of the company’s share as at the Extraordinary General Meeting (EGM) date. Sammy is currently engaged as an expert witness and to give evidence in the Cayman Islands court.
  • A U.S.-listed Chinese company went private in 2015 and a group of dissented shareholders exercised its appraisal right to request for an appraisal of the fair value of the company’s share as at the EGM date. Sammy and PwC’s overseas team was engaged to perform the analysis and to issue a valuation report for court consideration.
  • The management of a U.S.-listed company privatized the company (Privatization) by way of a merger. An investor was dissatisfied with the merger consideration and disputed with the company on the fair value of the company's shares. Sammy was engaged by the company's legal advisor to evaluate the allegations of the counter-party and to assess the fair value of the shares in order to set strategies for the dispute.
  • A couple in divorce proceeding has investments in 6 companies registered under individual name and was in litigation on the fair value of the assets. Sammy was engaged to assess the fair value of the equity of those companies owned by the wife. As part of the process, Sammy also cross-examined the valuations performed by the opposing expert on the assets and equity owned by the husband and assisted in the negotiation process.
  • A company sued its European partner for breach of a cooperation agreement and engaged Sammy to assist in quantifying the economic losses due to the breach.
  • A U.S. incorporated database management and payment solutions and services provider came to Sammy to value several partnership agreements for the purpose of defending a lawsuit.
• IP Valuation
  • As a professional certified in the valuation of intellectual properties (IPs), Sammy has extensive experience in evaluating various types of IPs like copyright, patents (such as core technologies protected by patents) and trademarks under different business situations including dispute, litigation, fund raising and joint-venture.
  • A Canadian entertainment company works with a Chinese TV manufacturer to establish a joint venture by injecting a secure HD video transmission technology into the joint venture, with the Chinese party to contribute land and building and working capital. In order to assess the corresponding shareholding of the JV, the two parties hired Sammy to evaluate the fair value of the technology.
• Financial modeling
  • Sammy spent five years in the power industry, responsible for developing sophisticated financial models for evaluating opportunities, soliciting equity investments and bank financing for various projects in Asia.
  • An indoor skiing resort developer in China engaged Sammy to develop a dynamic financial model to assess the feasibility of the investment and to seek financing. The model included an input sheet for key assumptions, full set of financial statements addressing different currencies and GAAPs, solvency analysis (e.g. debt service coverage ratio), sensitivity studies on key assumptions and scenario studies.
  • Sammy was engaged by International Finance Corporation (IFC) to review the models developed by a potential borrower for a portfolio of over 10 water supply and water treatment projects in China, for the purpose of financing.
• Portfolio valuation
  • Sammy has significant experiences in valuation of portfolio investments for venture capital, private equity and hedge funds on different asset classes.
  • He assisted a couple of funds in developing valuation policy.

Education and certifications

• University of Hong Kong, Bachelor of Science, Chemistry
• The Chinese University of Hong Kong, MBA
• Practicing Member of the Academy of Expert (MAE)
• American Society of Appraisers – Accredited Senior Appraiser (ASA)
• Certified Public Accountant, Accredited in Business Valuation (CPA/ ABV)
• Chartered Global Management Accountant (CGMA)
• Chartered Financial Analyst (CFA)
• Certified Fraud Examiner (CFE)
  
• Certified in Financial Forensics (CFF)  
• Certified in Entity and Intangible Valuation (CEIV)
• China M&A Advisor (CMAA)

Professional affiliations

• Member of American Society of Appraisers (ASA)
• Member of AICPA – Forensic & Valuation Services
• Member of the Association of Insolvency and Restructuring Advisors (AIRA)
• Member of the Hong Kong Society of Financial Analysts
• Committee member of the Entrepreneur & Investment Group of the Hong Kong Chamber of Commerce in China