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Public M&A/Takeovers

Handling public M&A would require a good understanding of the local requirement of the regulatory bodies and as just important, the market response such as the reaction of the concerned investors as well as the general public and the media.

Public M&A transactions include offerors, targets, controlling and minority shareholders, financial advisers and concert group members and boards of directors and special committees, mandatory voluntary and recommended offers and hostile takeovers. We have extensive experience in acting for various stakeholders including bidders, targets and financial advisers to assist our clients achieve their aims on time and efficiently.

If you would like to know more about our Corporate & M&A practice or how we can help your business, please contact us at (852) 2810 1212 or at cc@onc.hk.

Please refer to our articles in ‘Knowledge’

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Intra-group dealings in listed company shares after closing of share buy-back by general offer – possible application of Rule 25 of the Codes of Takeovers and Mergers
The Code on Share Buy-backs (“Share Buy-backs Code”) stipulates that a listed company may only engage in 4 types of share buy-back, one of which is share buy-back by general offer (“SBBGO”). Under rule 5 of the Share Buy-backs Code, certain rules of the Codes of Takeovers and Mergers (“Takeovers Code”) will normally apply to SBBGO, including Rule 25 of the Takeovers Code.
Hong Kong Takeovers and Mergers Panel decision: Preliminary offer announcement must expressly allow offeror to deduct a final dividend from the offer price
The Takeovers and Mergers Panel (the “Panel”) has made a ruling on 30 September 2019 in relation to a referral by the Takeovers Executive of the Securities and Futures Commission (the “SFC”) under the Codes on Takeovers and Mergers and Share Buy-backs (the “Takeovers Code”). In this particular case, the Panel was asked to consider whether Broadford Global Limited (“Broadford”) is permitted under the terms of its possible mandatory general offer for the H Shares in Dalian Port (PDA) Company Limited (the “Company”) to deduct the final dividend approved by shareholders of the Company from its offer price.
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