DEALS
Zhong Lun Advises on China Merchants Holdings (International) Company Limited’s acquisition of port assets in Djibouti, East Africa
Zhong Lun Advises on China Merchants Holdings (International) Company Limited’s acquisition of port assets in Djibouti, East Africa
China Merchants Holdings (International) Company Limited (“CMHI", Hong Kong Stock Code: 0144) announced that, on 29 December 2012, through an indirect wholly-owned subsidiary, China Merchants Holdings(Djibouti) FZE, it entered into a share purchase agreement with, among others, Djibouti Ports & Free Zones Authority ("DPFZA"), to acquire 23.5% of the issued share capital in Port de Djibouti S.A. ("PDSA") (currently existing as a public entity under the management of DPFZA, namely, Port Autonome International De Djibouti) at a cash consideration of US$185,000,000.
Zhong Lun Hong Kong Office’s partners Roger Ho and Henry Lau led a team consisting of senior associate Stephen Wong and associate Carol Cao to advise CMHI on this transaction, including deal structuring, documentation and negotiation, and Beijing Office’s partner Cheng Jun, associates Li Rui and Yao Jian formed a team to provide preliminary legal due diligence services.
The key assets and operations of PDSA at completion of the said agreement will be: (i) the multi-purpose terminal located at the Port of Djibouti; (ii) 66.66% of the issued share capital in Doraleh Container Terminal S.A. (which operates a container terminal at the Port of Djibouti); and (iii) 23.10% of the issued share capital in Djibouti Dry Port FZCO (which is engaged in the development and management of properties in Djibouti Free Zone).
CMHI was listed on the Hong Kong Stock Exchange in 1992, as the first mainland red chip enterprise to be listed in Hong Kong. Because of its robust growth and increased market recognition, it became a Hong Kong Hang Seng Index constituent stock in September 2004. CMHI’s parent company is China Merchants Group, a conglomerate established in 1872, whose three core businesses include transportation (ports and related services, toll roads, energy shipping and logistics), finance (banking, securities, funds, insurance) and property. CMHI is mainly engaged in ports and port-related businesses in the Mainland, Hong Kong and overseas.
