International law firm Freshfields Bruckhaus Deringer has advised Hutchison Whampoa Limited (Hutchison) on its merger with CK Hutchison Holdings Limited (CKH Holdings) and Cheung Kong Property Holdings Limited (CK Property) on its spin-off and listing on the Hong Kong Stock Exchange by way of introduction.
Through the transactions, the holding company of the Cheung Kong Group changed from Cheung Kong (Holdings) Limited to CKH Holdings by way of a scheme of arrangement, Hutchison acquired 6.24% of Husky Energy Inc. from L.F. Investments S.à.r.l. through a share exchange involving CKH Holdings shares, a share exchange offer was made by CKH Holdings to Hutchison scheme shareholders for the cancellation of their Hutchison shares by way of a scheme of arrangement and Hutchison became a wholly-owned subsidiary of CKH Holdings and the property businesses of CKH Holdings and Hutchison – with a portfolio value of approximately US$53.9bn – were reorganised under CK Property, which was then listed on the Hong Kong Stock Exchange.
The Hutchison scheme of arrangement is the largest scheme of arrangement to date in Hong Kong.
Freshfields advised Hutchison on both the Hong Kong and US legal aspects of the merger and on the acquisition of shares in Husky Energy Inc. and advised CK Property on its listing, as international counsel.
In addition, Freshfields also advised CK Property on the HK$55bn of new debt facilities required in connection with its acquisition of the property businesses. The debt facilities comprised a HK$40bn dual currency HK$/US$ syndicated loan facility and a HK$15bn bridge facility. The firm also advised in relation to the addition of CKH Holdings as a guarantor for the group’s existing debt instruments.
The Freshfields team was led by corporate partner Grace Huang, US corporate partner Ken Martin, China Chairman Teresa Ko, finance partners Andrew Heathcote and Daniel French, and dispute resolution partners William Robinson and Georgia Dawson.
Source: www.freshfields.com
