King & Wood Mallesons (KWM) advised Shenzhen Capital Holdings Co., Ltd. (Shenzhen Capital Holdings) on its RMB 10.509 billion acquisition of a controlling stake of 29.74% in the dual listed China International Marine Containers (Group) Ltd. (CIMC, Stock Code: 000039.SZ, 02039.HK). The transaction was completed on 18 December 2020 with Shenzhen Capital Holdings being the largest shareholder of CIMC.
Founded in 1980, CIMC is the first batch of Sino-foreign joint ventures established in the Shenzhen Special Economic Zone. Throughout the 40 years since its inception, CIMC has developed nine core business areas spanning more than 100 countries, including containers, vehicles, energy, chemical and food equipment, marine engineering, logistics services, and airport facilities. Shenzhen Capital Holdings is the pilot entity of the “double-hundred action”, the reform of state-owned enterprises of the State-owned Assets Supervision and Administration Commission of the State Council (SASAC). It is the only capital operation platform under the State-owned Assets Supervision and Administration Commission of Shenzhen (Shenzhen SASAC). This transaction was carried out against the backdrop of the 40th anniversary of the establishment of the Shenzhen Special Economic Zone to enhance the establishment of the pilot demonstration zone for socialism in Shenzhen. This includes creating a global marine city and strengthening the synergy and development of CIMC and the Shenzhen Special Economic Zone to facilitate the growth of Shenzhen’s economy. The strategic investment of Shenzhen Capital in CIMC is a classic case of a successful collaboration between a central government-owned enterprise and the local SASAC. This marks another milestone transaction led by the Shenzhen SASAC.
KWM acted as the PRC onshore and offshore legal counsel for Shenzhen Capital Holdings. Within a month’s time, the team provided one-stop-shop support and legal advice to Shenzhen Capital on a number of issues from conducting due diligence on CIMC, drafting and negotiation of transactional agreements, responding queries from Hong Kong’s Securities and Futures Commission to onshore and offshore antitrust issues and the subsequent closing of all A+H shares.
Partner Lixin Wang was the global coordinator of this transaction. Shenzhen partner Yuhui Cao, along with partners Guangjian Hu, Lifeng Wang, Ru Yang and Shulin Sun advised on the PRC legal aspects. Hong Kong partner Gary Lock advised on the offshore legal aspects. Partner Kate Peng and counsel Ruohan Zhang were responsible for antitrust issues. Partner Jonathan Li provided support in the execution of the transaction. The team was supported by Yiteng Luo, Eugene Lau, Sammy Ng, Liangen Peng, Bingxin Feng, Quandao Wu and Jiacheng Yan.
Any reference to “Hong Kong” or “Hong Kong SAR” shall be construed as a reference to “Hong Kong Special Administrative Region of the People’s Republic of China”.