Global law firm Freshfields is advising China Mobile Hong Kong Company Limited (‘CMHK’) on its proposed pre-conditional voluntary general offer to acquire all of the issued shares in HKBN Ltd. (‘HKBN’). Additional information is available here.
The maximum consideration for the proposed offer, which also includes offers to holders of vendor loan notes and unvested restricted share units of HKBN, is approximately HK$7.8 billion (equivalent to US$1 billion).
The proposed offer is subject to various pre-conditions, including completion of regulatory processes with the Office of the Communications Authority, the National Development and Reform Commission, the Ministry of Commerce, and the State-owned Assets Supervision and Administration Commission of the State Council. Upon satisfaction (or waiver) of all the pre-conditions, the proposed offer will be conditional on, among other things, valid acceptances of the share offer being received which will result in CMHK and its concert parties holding more than 50% of the voting rights in HKBN.
CMHK is an indirect wholly-owned subsidiary of China Mobile Limited, a leading mobile communication operator in China and a telecommunication operator with the largest network and the largest number of customers in the world, and is dual listed on the Hong Kong and Shanghai Stock Exchanges. As of June 2024, China Mobile had 1.0 billion mobile customers (of which 514 million are 5G users) and 309 million wireline broadband customers. CMHK is mainly responsible for the business operations of China Mobile Limited in Hong Kong.
The Freshfields team advising on the transaction was led by partners Alan Wang and Sarah Su, with support from counsel Chris Fu, senior associates Clara Chang and Kelly Huang and associates Carmen Leung, Clement Cheung and Liam Li. Partners Alistair Mordaunt and Ninette Dodoo, counsel Laurent Bougard and associates Chi Chung Chan and Ziqi Zhou are providing antitrust advice, partner Daniel French, counsel Celia Zhou and associate Nathalie Leung are advising on financing issues, counsel Stephanie Chiu and associate Shirley Lam are advising on employment issues, and partner Richard Bird and associate Harshavardhan Ganesan are advising on telecom regulatory issues.
