On 16th March 2009, Partners Liu Jinrong and Li Jun were invited to attend the Shares Sale & Purchase Agreement signing ceremony and the press conference jointly held by Tianjin Port Development Holdings Limited (Stock code: 3382.HK) (hereinafter referred to as “Tianjin Port Development”) and Tianjin Port (Group) Co., Ltd. (hereinafter referred to as “the Vendor”) in Hong Kong.
Pursuant to the Shares Sale & Purchase Agreement, Tianjin Port Development conditionally agreed to acquire from the Vendor its 56.81% interest in the registered share capital of Tianjin Port Holdings Co., Ltd. (Stock code: 600717.SH) (hereinafter referred to as “the Target”) for a total consideration of about HK$10,961 million. The consideration for this Acquisition shall be a combination of cash payable to the Vendor, and the issue of new shares to the Vendor’s wholly-owned subsidiary. Upon completion of this Acquisition, the Vendor will, through its wholly-owned subsidiary, hold an interest of no less than 51% in the enlarged issued share capital of Tianjin Port Development, and the Vendor will become the controlling shareholder of Tianjin Port Development; Tianjin Port Development will become the controlling shareholder of the Target. This Acquisition Project takes one innovative M&A pattern called by professionals in this field as a pioneering way for Return of Red Chip with great market influence.
The team led by lawyers Liu Jinrong, Li Jun and Liu Chengwei acts as the Chinese legal advisor for Tianjin Port Development in this Acquisition Project by providing the overall legal services beginning from the pre-phase acquisition project structure design. After the execution of the Shares Sale & Purchase Agreement, all the legal required examination and approval procedures of this Acquisition Project in domestic will be kicked off on the basis of the previous sufficient communication with relevant government departments. This Acquisition Project will involve extremely complicated examination and approval procedures, such as acquisition of a domestic listed company by an overseas-listed company with the consideration of the issue of new shares (cross-border exchange shares between a domestic listed company and an overseas-listed company ), strategic investment in a listed company by a foreign investor, anti-monopoly review, state-owned shareholder’s transfer of its shares of a listed company, acquisition of a listed company, application for waiver of Mandatory General Offer, etc.
Liu Jinrong, Li Jun also assisted Tianjin Port Development in its IPO project in 2006.
Pursuant to the Shares Sale & Purchase Agreement, Tianjin Port Development conditionally agreed to acquire from the Vendor its 56.81% interest in the registered share capital of Tianjin Port Holdings Co., Ltd. (Stock code: 600717.SH) (hereinafter referred to as “the Target”) for a total consideration of about HK$10,961 million. The consideration for this Acquisition shall be a combination of cash payable to the Vendor, and the issue of new shares to the Vendor’s wholly-owned subsidiary. Upon completion of this Acquisition, the Vendor will, through its wholly-owned subsidiary, hold an interest of no less than 51% in the enlarged issued share capital of Tianjin Port Development, and the Vendor will become the controlling shareholder of Tianjin Port Development; Tianjin Port Development will become the controlling shareholder of the Target. This Acquisition Project takes one innovative M&A pattern called by professionals in this field as a pioneering way for Return of Red Chip with great market influence.
The team led by lawyers Liu Jinrong, Li Jun and Liu Chengwei acts as the Chinese legal advisor for Tianjin Port Development in this Acquisition Project by providing the overall legal services beginning from the pre-phase acquisition project structure design. After the execution of the Shares Sale & Purchase Agreement, all the legal required examination and approval procedures of this Acquisition Project in domestic will be kicked off on the basis of the previous sufficient communication with relevant government departments. This Acquisition Project will involve extremely complicated examination and approval procedures, such as acquisition of a domestic listed company by an overseas-listed company with the consideration of the issue of new shares (cross-border exchange shares between a domestic listed company and an overseas-listed company ), strategic investment in a listed company by a foreign investor, anti-monopoly review, state-owned shareholder’s transfer of its shares of a listed company, acquisition of a listed company, application for waiver of Mandatory General Offer, etc.
Liu Jinrong, Li Jun also assisted Tianjin Port Development in its IPO project in 2006.
