Slaughter and May is advising on the proposed privatisation of Beijing Properties (Holdings) Limited by way of a scheme of arrangement

Slaughter and May is advising Brilliant Bright Holdings Limited (Brilliant Bright), an investment company ultimately controlled by Beijing Enterprises Group Company Limited (Beijing Enterprises), in relation to the proposed privatisation of Beijing Properties (Holdings) Limited (Beijing Properties), a company incorporated in Bermuda and listed on the Hong Kong Stock Exchange.

The proposal will be implemented by way of a scheme of arrangement pursuant to the Companies Act of Bermuda (the Scheme). The scheme shareholders will receive a cancellation price of HK$0.14 per Scheme share in cash. The maximum amount of cash consideration payable under the proposal is approximately HK$301.50 million (US$38.41 million). Five irrevocable undertakings to vote in favour of the proposal have been obtained from shareholders holding approximately 4.94% of the total issued shares. Separately, Brilliant Bright has entered into a share purchase agreement pursuant to which Brilliant Bright has agreed to purchase approximately 2.25% of the total issued shares for a consideration of HK$0.14 per share, or approximately HK$22 million (US$2.69 million) in total. Upon the Scheme becoming effective, Beijing Enterprises will hold 100% of the shares in Beijing Properties, and Beijing Properties will apply for withdrawal of the listing of its shares on the Hong Kong Stock Exchange. 

Beijing Enterprises is the ultimate controlling shareholder of Brilliant Bright and Beijing Properties. It is a state-owned enterprise established in the PRC and is wholly owned by The State-owned Assets Supervision and Administration Commission of the People’s Government of Beijing Municipality.

Beijing Properties is a company incorporated in Bermuda with limited liability. It is principally engaged in real estate, including high-end and modern general warehouse, supply chain development, specialised wholesale market, industrial property, commercial property and primary land development. 

Benita Yu, senior partner and lead partner for the transaction, comments: “We are pleased to have the opportunity to advise Beijing Enterprises on the proposed privatisation of its subsidiary, Beijing Properties, which marks an important strategic move for Beijing Enterprises. We look forward to working with Beijing Enterprises and other advisors for a smooth implementation of this deal.”