Minter Ellison acted as HK counsel to Tencent Holdings Ltd on its HK$1.55 billion ($292.09 million) IPO and listing on the main board of the Hong Kong Stock Exchange this month. The firm said this was the first time that the unique structure adopted by Tencent had been approved for listing on the main board. It was also the first time that the Exchange has granted a specific, perpetual waiver from the “continuing connected transactions” provisions of Chapter 14A of the Listing Rules. This allows Tencent to carry out essential ongoing commercial arrangements with companies connected with some of its shareholders, without the need to obtain periodic approval from independent shareholders (subject to certain conditions).
Linklaters has advised Balfour Beatty plc on acquiring Skanska’s 50 per cent interest in Gammon (a leading Hong Kong construction joint venture between Skanska and Jardine Matheson). As part of the transaction, Balfour Beatty plc, Skanska and Jardines signed an MoU. Following the deal, Gammon will acquire Balfour Beatty’s existing operations in Hong Kong. The value of the deal was HK$ 510 ($95.8) million (subject to due diligence). The Linklaters team was led by corporate partner, Mark Stamp and included Ben Langdon, Derrick Wee, Russell Afifi (corporate, London), Paula Riedel, Meredith Brooks (competition, London) and Teresa Ma, Karen Yung and Stephen Smith (corporate, Hong Kong).
Pillsbury Winthrop represented Headwaters Incorporated in a Rule 144A offering of US$150 ($220) million of 2-7/8 per cent Convertible Senior Subordinated Notes due 2016. The initial purchasers for the transaction were Morgan Stanley & Co. Incorporated, JPMorgan Securities Inc., Adams, Harkness & Hill, Inc., RBC Capital Markets Corporation and Stephens Inc. Headwaters Incorporated is a developer of technologies that enhance the value of coal, gas, oil and other natural resources. The transaction closed on June 1, 2004.