King & Wood Mallesons (KWM) advised CEIEC (H.K.) Limited (CEIEC), an indirect wholly-owned subsidiary of China Electronics Corporation (CEC), on its approximately HK$4.6 billion privatisation of TPV Technology Limited (TPV, SEHK: 903; SGX: T18) by way of a scheme of arrangement under the Bermuda Companies Act.
The shares of TPV were delisted from The Stock Exchange of Hong Kong Limited and Singapore Exchange Securities Trading Limited on 14 November 2019. The transaction involved a number of legal and regulatory issues including corporate M&A and finance along with multi-jurisdiction anti-trust filings.
KWM advised CEC on a number of public M&A transactions over the past years. This marks the third privatisation deal by CEC advised by KWM in Hong Kong. Other transactions included GTA Semiconductor Co., Ltd.’s unconventional privatisation of Advanced Semiconductor Manufacturing Corporation Limited by way of merger by absorption in early 2019; and the privatisation of Great Wall Technology Company Limited by CEC and its wholly-owned subsidiary China Great Wall Computer Group Company in 2014.
“CEC has been a longstanding client of the firm and we are delighted to have advised on this deal,” Dr. Sheldon Tse, Head of Corporate & Securities Practice of KWM Hong Kong commented. “The smooth delivery of this transaction is a testament of our strength in navigating complex and multiple legal and regulatory issues across a number of distinct legal jurisdictions and markets. The successful closing also complements our growing track record in listed company privatisations,” Sheldon added.
KWM acted for CEIEC as the offeror in respect of both Hong Kong* and PRC laws. Hong Kong-based partners Sheldon Tse and Jessica Zhou acted on the M&A and finance aspects of the transaction respectively and Shanghai-based partner Chai Zhifeng advised on the antitrust aspects. The team was supported by counsel Sheryl Cheung, and associates Katherine Yang, Christine Lau, Wang Ye and trainee solicitor Jenny Yu.
*Any reference to “Hong Kong” or “Hong Kong SAR” shall be construed as a reference to “Hong Kong Special Administrative Region of the People’s Republic of China”.