YTL LLP advised on Hong Kong Takeovers Code transaction
YTL LLP represented Shanghai Dongzheng Automotive Finance Co., Ltd. (2718.HK) (“Dongzheng AFC“) in connection with the recently announced unconditional mandatory cash offers (“Offers“) made by China International Capital Corporation Hong Kong Securities Limited on behalf of SAIC Motor Corporation Limited (“SAIC”) for all the H shares and domestic shares in Dongzheng AFC (except those owned by SAIC or its concert parties).
Pursuant to an administrative decision issued by the China Banking and Insurance Regulatory Commission (“CBIRC”) Shanghai Office and an administrative ruling issued by Shanghai Financial Court of the PRC, shares held by Dongzheng AFC’s former controlling shareholder were to be liquidated by way of auction in accordance with the applicable laws and regulations in the People’s Republic of China. The auction (“Auction”) took place between 18 May 2022 and 19 May 2022. On 19 May 2022, SAIC won the Auction at the bid price of RMB1,606,812,970 (approximately USD243,475,000). The Auction triggered a mandatory general offer under the Hong Kong Takeovers Code. The transaction value of the Offers was approximately HK$487,000,000.
Dongzheng AFC is a leading auto finance company licensed and regulated by CBIRC.
SAIC is a leading automobile group in the PRC that sold approximately 5.46 million units of automobiles and recorded revenue of approximately RMB779.8 billion for the year ended 31 December 2021.
We advised Dongzheng AFC throughout the Auction and the Offers processes which were subject to review and approval by both mainland PRC and Hong Kong regulatory authorities.