NEW YORK: Caterpillar Inc. uncovered "deliberate, multi-year, coordinated accounting misconduct" at a subsidiary of a Chinese company it acquired last summer, leading it to write off most of the value of the deal and wiping out more than half its expected earnings for the fourth quarter of 2012.
Shares of Caterpillar fell 1.5 percent in afterhours trading following news of the fraud, which was discovered after problems were found with the Chinese company's inventory.
Caterpillar, the world's largest maker of tractors and excavators, said on Friday it would take a non-cash goodwill impairment charge of $ 580 million, or 87 cents per share, in the quarter.
Analysts had expected the company to report $ 1.70 per share when it reports its results on Jan. 28, according to Thomson Reuters I/B/E/S.
Caterpillar closed the purchase of ERA Mining Machinery Ltd. and its subsidiary Siwei, China's fourth-largest maker of hydraulic roof supports, last June, paying HK$ 5.06 billion, or $ 653.4 million. ERA had been publicly traded in Hong Kong, doing business through Siwei, which is known for making equipment to support roofs in mines.
A member of the Caterpillar board during the course of the Siwei deal told Reuters the board was distracted at the time by a larger transaction and paid relatively little attention to the Siwei acquisition.
"It came as a complete surprise to us," the former board member said of the fraud, speaking on condition of anonymity because of the sensitivity of the situation. "It was presented to us as a pretty straightforward transaction. It's a shame. It should have been investigated further."
The source said the driving force behind the deal was Ed Rapp, the former Caterpillar chief financial officer who now serves as a group president with responsibility for China, among other operations. The source said it was Rapp who presented the deal to the board and pushed for its completion.
A Caterpillar spokesman declined to comment on Rapp's role in the deal. Rapp could not be immediately located for comment.
At the time of the Caterpillar purchase, ERA Mining was listed in the Growth Enterprise Market (GEM) of the Hong Kong stock exchange, which is "designed to accommodate companies to which a higher investment risk may be attached," according to the offering circular filed by Caterpillar last year in Hong Kong.
The company was previously known as ERA Holdings Global Ltd. and provided "corporate secretarial services" before being acquired by Siwei in September 2010 through a reverse takeover.
Caterpillar's write-off could revive concerns over accounting scandals and corporate governance issues of Chinese companies voiced by investors including Muddy Waters founder Carson Block.
Reverse takeovers have been of particular concern, since most of the recent accounting scandals in the United States have come from small Chinese companies who went public via a reverse takeover, including China MediaExpress Holdings Inc. A Hong Kong arbitration panel on Wednesday ruled China MediaExpress was a "fraudulent enterprise."
In a statement, Caterpillar said an ongoing investigation launched after the deal closed "determined several Siwei senior managers engaged in deliberate misconduct beginning several years prior to Caterpillar's acquisition of Siwei."
According to a question-and-answer dialog Caterpillar included in its statement, the company found discrepancies in November between the inventory in Siwei's books and its actual physical inventory, triggering the probe.
The company also said it had replaced several senior managers at Siwei, adding that their conduct was "offensive and completely unacceptable."
Representatives for Siwei didn't respond to calls and requests for comment on the Caterpillar announcement. The company employs about 4,000 people in Zhengzhou and produces hydraulic roof supports used to prevent rocks from falling into a coal mine's working area.
Siwei competes with market leader Zhengzhou Coal Mining Machinery, according to Zhengzhou Coal's IPO prospectus filed in November.
Citigroup and law firm Freshfields Bruckhaus Deringer LLP served as financial and legal advisers to Caterpillar on the transaction. Blackstone and DLA Piper acted as ERA's financial and legal advisers.
Freshfields said in an emailed statement that it wasn't able to comment on client matters. Representatives for Blackstone, Citigroup and DLA Piper didn't respond to requests for comment yesterday.
The Siwei deal came as part of Caterpillar's larger ambitions in China. In early 2012, it added Jon Huntsman, the former U.S. ambassador to China, to its board of directors.
The company, which already has 23 manufacturing facilities in China and four more under construction, said the Siwei episode would not change its strategy in the country.
Caterpillar's experience with Siwei may also renew focus on the standoff between the US Securities and Exchange Commission and audit firms over access to accounting documents of US-listed Chinese companies suspected of fraud.
While Siwei was not US-listed, the broader accounting question has been a thorny one for US companies looking to grow their business in China.
Caterpillar writes off most of China deal after fraud
Caterpillar writes off most of China deal after fraud
Poland expects trade with Saudi Arabia to grow to $10 billion, finance and economy minister tells Arab News
- Andrzej Domanski says his country’s companies are looking for reliable partners like Saudi Arabia
- Highlights opportunities in clean energy, ICT, food security and construction cooperation on Riyadh visit
RIYADH: Saudi Arabia’s pace of transformation, its economic ambition under Vision 2030, and its role as Poland’s biggest Middle Eastern trading partner are driving a new phase in bilateral relations, Andrzej Domanski, Poland’s finance and economy minister, has said.
Speaking to Arab News during a visit to Riyadh on Monday, Domanski discussed how the two nations might expand their trade ties, the sectors where Polish businesses enjoy an edge, and the potential for broadening the bilateral relationship.
“We have better and better economic relations with the Kingdom of Saudi Arabia. We will reach $10 billion in our trade,” Domanski said, describing Saudi Arabia as a “reliable partner” at a time when Polish companies are actively seeking diversification and new markets.
His visit comes as Saudi-Polish economic ties deepen beyond a historically oil-focused relationship into a broader partnership spanning energy transition, technology, construction, food security and potentially defense cooperation.
This evolution mirrors Saudi Arabia’s Vision 2030 diversification drive and Poland’s emergence as one of Europe’s fastest-growing large economies.
Domanski said Riyadh itself offered a powerful visual symbol of Saudi Arabia’s economic momentum.
“I must say that it’s my first visit to Riyadh and I’m really impressed,” he said. “I’m impressed by the pace of development. The thousands of cranes in the city. It is also a proof of how quickly Saudi Arabia is developing.”
Bilateral trade between Saudi Arabia and Poland has expanded rapidly in recent years, driven largely by energy flows. Saudi Arabia is now Poland’s main crude-oil supplier, accounting for roughly 60 percent of Poland’s oil imports.
Trade volumes have risen from about $7 billion in 2022 to around $8.5 billion in 2023, with Domanski predicting the $10 billion mark will soon be reached.
“We are, of course, importing crude oil. But we’d like to together search for new business opportunities for both Saudi and, of course, Polish companies,” he said.
Domanski argued that growth prospects make the country an attractive destination for Saudi investment.
“On our side, we are also doing pretty well. We are the fastest growing large European economy,” he said. “This year we will work in the G20 format. This is because last year we joined the Group of the 20 biggest economies in the world. And we are frankly proud of that.”
Inflation, he added, has fallen sharply. “Inflation went down significantly, 2.5 percent. Very reasonable. A reasonable level. Investment started to pick up,” he said, pitching Poland as a stable European base for Saudi capital.
A recurring theme of Domanski’s visit was the alignment between Poland’s development priorities and Saudi Arabia’s Vision 2030 agenda.
“Our companies, our economy, are fully aligned with the ambitious Vision 2030 that is realized here,” he said.
Energy cooperation remains central, anchored by Saudi Aramco’s stake in the Lotos refinery in Gdansk — the largest Saudi direct investment in Poland — which underpins long-term crude-supply contracts and Poland’s energy-security strategy.
But Domanski stressed that the future lies increasingly in clean energy.
“It’s worth noting that right now Poland is building onshore capabilities, offshore capabilities, solar capabilities. And we are constructing the first Polish nuclear power plant,” he said.
“We want to diversify from coal into nuclear and renewables. And I believe that our Saudi partners could participate in this clean energy transformation of the Polish economy.”
The shift reflects broader cooperation under way between Warsaw and Riyadh on green energy and hydrogen, dovetailing Poland’s decarbonization plans with Saudi Arabia’s push to develop non-oil sectors.
Technology and digital services emerged as one of the most promising areas for expansion, with Poland positioning itself as a provider of high-end IT talent for Saudi Arabia’s digital and AI-driven projects.
“ICT solutions. We have really great companies that provide the best solutions. They are already well recognized in Western European countries. They have their footprint here in Riyadh,” Domanski said.
“Having said that, they still lack scale. So my visit here is also to discuss that kind of business opportunity.”
Polish officials frequently point to the country’s deep pool of programmers and cybersecurity specialists. Warsaw has signaled plans for dozens of Polish firms to establish regional headquarters in Saudi Arabia, particularly in AI, cybersecurity and digital infrastructure.
Domanski underscored Poland’s strengths in specific niches.
“I believe that we are really top class,” he said. “For example, in cybersecurity, we really have companies that are providing the best solutions for smart cities in Western Europe.
“But, I believe there is lots of room for strengthening this presence and the cooperation with Saudi partners.”
Food security is another area where Poland sees scope for joint ventures and long-term cooperation. “We are quite an important food producer,” Domanski said. “We have knowhow. We have land. We have a growing sector.
“And I believe that, for example, through joint ventures with our Saudi partners, we could establish a long lasting cooperation in this sector.”
The construction sector also featured prominently, reflecting the scale and pace of development under way across the Kingdom.
“We have lots of contractors that proved to be very efficient and contractors that keep timelines and realize how it is important to deliver on time,” Domanski said.
“And I believe that here, seeing how quickly Saudi Arabia is developing, those contractors could also help in your development.”
Domanski highlighted the importance of institutional frameworks and regular high-level engagement. During his visit, discussions focused on communication mechanisms and a formal framework for cooperation.
“First of all, we need communication and we need to have a frame for cooperation,” he said.
“So this is why I’m really glad that together with the minister of trade, minister of investment, we were discussing both communication, and we’d like to see each other, invite each other more often, as this is very, very, important.
“And we’d like to set, also, the frame for cooperation. And such a document will be signed today. So we will decide who will be responsible for some particular areas and when we would like some results to be delivered.”
The move builds on existing structures, including the Saudi-Polish Coordination Council and a Saudi-Polish Business Council, as well as a new memorandum of understanding signed in January to strengthen the partnership’s strategic character.
Domanski said he hopes Saudi delegations will soon travel to Poland, including for major economic and reconstruction-focused events.
“I do hope that our friends from Saudi Arabia will join us during our economic congress, which will take place in Katowice in the Silesia region, the most industrialized region of Poland, at the end of June,” he said.
He also highlighted Poland’s role in hosting a major summit on Ukraine.
“We will host the Ukrainian Recovery Conference, which is a truly international event. And we would also love to see our Saudi friends to be there,” he said.
“I’ve invited ministers to participate in those events.”
While his focus remains economic, Domanski did not rule out expanding cooperation into defense, particularly as Poland ramps up military spending and industrial capacity.
“Unfortunately I couldn’t attend,” he said, referring to the World Defense Show currently taking place in Riyadh. “Having said that, it’s worth noting that Poland spends close to 5 percent of our GDP on defense. We intend to build a very strong defense industry in Poland.
“We are, of course, supporting, building a strong defense industry in Europe. But of course, I’m mostly focused on Poland. And therefore I believe that we can provide really, very good solutions for and very good equipment that could be presented here, and hopefully we can develop our cooperation also in this sector.”
For Domanski, Saudi Arabia represents not only Poland’s most important economic partner in the Arab world, but a gateway to diversification and scale.
“Polish companies are getting larger and larger,” he said. “And, of course, are looking for diversification, looking for new markets and for reliable partners like Saudi Arabia.”
