VC变成了“高利贷”

Core Insights - The article discusses the significant differences between the venture capital (VC) investment practices in Silicon Valley and China, particularly focusing on the prevalence of "Valuation Adjustment Mechanism" (VAM) or "bet-on agreements" in China compared to their rarity in Silicon Valley [1][2][3] Group 1: Differences in Investment Practices - In Silicon Valley, less than 5% of VC agreements include buyback clauses, while over 90% of VC investments in China contain such clauses, typically with a 3-year term [1][2] - The term "对赌协议" (bet-on agreement) is a unique Chinese concept that reflects the competitive nature of the investment ecosystem, contrasting with the neutral term "VAM" used in the U.S. [1][2] - Silicon Valley investors utilize preferred stock with liquidation preferences and anti-dilution rights, providing a more balanced risk-sharing mechanism compared to the debt-like nature of buyback agreements in China [3][4] Group 2: Exit Strategies and Market Conditions - In Silicon Valley, 80% of exits occur through acquisitions rather than IPOs, with major tech companies frequently acquiring startups, while in China, 65% of acquisitions involve companies without prior public financing [3][4] - The IPO market in China is facing significant challenges, with 2024 seeing the lowest fundraising total in nearly a decade at 67.35 billion yuan, while the U.S. Nasdaq continues to see substantial IPO activity [4][5] - The tightening of exit channels in China has led to an increase in buyback events, with 1,741 occurrences in 2024, marking an 8.5% increase from the previous year [5][9] Group 3: Systemic Issues and Responses - The pressure from Limited Partners (LPs) in China, often government-backed, necessitates the inclusion of buyback clauses due to strict exit timelines, which do not align with the longer development cycles of many innovative companies [6][8] - The trend of buybacks has shifted from being a protective mechanism to resembling fixed-income products, indicating a fundamental change in the nature of equity investments in China [6][8] - New solutions are emerging, such as S funds that acquire illiquid shares from VC/PE investors, allowing for a more flexible exit strategy [9][10] Group 4: Future Directions and Innovations - The introduction of flexible buyback terms and the establishment of S funds are part of a broader market correction, aiming to address the systemic failures in funding, exit strategies, and legal frameworks [10][12] - Legislative proposals, such as personal bankruptcy laws, are being discussed to provide legal protections for entrepreneurs, potentially alleviating the burden of personal debt from failed ventures [12][13] - The ongoing exploration of new investment tools, such as convertible bonds, reflects a shift towards more adaptable financial instruments that can better accommodate the realities of the Chinese market [12][13]