Slaughter and May, Hong Kong, is advising Great River Smarter Logistics (Hong Kong) Limited (the “Offeror”), which is an indirect subsidiary of Guangdong Great River Smarter Logistics Co., Ltd (“Guangdong Great River”) in its proposed pre-conditional voluntary general cash offer (the “Offer”) for, and potential delisting from the Hong Kong Stock Exchange of, Dragon Crown Group Holdings Limited (“Dragon Crown”). The offer is made at a cash consideration of HKD1.28 per share. The amount of cash required to implement the Offer is approximately HK$1,562.4 million (approximately US$200 million). The Offer was announced on 8 October 2021.
Irrevocable undertakings to accept the Offer have been obtained from 7 shareholders of Dragon Crown holding approximately 86.91% of the total issued share capital of Dragon Crown as at the date of announcement. Subject to compliance with the relevant legal requirements, the Offeror will have the right to compulsorily acquire the remaining shares of Dragon Crown and apply for the withdrawal of the listing of its shares from the Hong Kong Stock Exchange.
The making of the Offer is subject to the fulfilment of pre-conditions relating to PRC approvals and the approvals of the shareholders of Guangdong Great River in relation to the acquisition which constitutes a material asset restructuring for Guangdong Great River under PRC regulations.
Slaughter and May is also advising the Offeror on its certain funds financing and related financing arrangements for the Offer.
The Offeror is a limited company incorporated in Hong Kong and indirectly held as to 51% by Guangdong Great River, a joint stock company listed on Shenzhen Stock Exchange (stock code: 002930.SZ), and as to 49% by Dongguan Jinlianchuan Innovative Industry Investment Partnership (Limited Partnership). Guangdong Great River, a provider of innovative and integrated logistical services for petrochemical products, is principally engaged in providing integrated warehouse services as well other related services to manufacturers, traders and end users of petrochemical product in and outside the PRC.
Dragon Crown is one of China’s leading storage and integrated terminal service providers that specialises in the storage of and handling liquid petrochemical products, operating tank farm terminals located in Nanjing, Ningbo and Weifang in the PRC. It offers liquid petrochemical storage and handling services through its own jetties, tank farms and dedicated pipelines.