Paul Hastings has advised and represented Chinese food processing major Shuanghui International Holdings Limited (Shuanghui International) on a massive general offer of $2.5 billion to acquire all the stakes of one of the latter’s Shenzhen-listed subsidiaries, Henan Shuanghui Investment and Development Co Ltd (Shuanghui Investment), from other shareholders including Goldman Sachs, CDH Investments, and PE fund New Horizon Capital.
Shuanghui is China’s top meat processor. In 2007, a consortium led by Goldman Sachs took over the then state-owned company in the Henan province. It was linked to a tainted pork scandal in which seven people were sentenced to jail in March last year, Reuters reported.
This transaction started last year, and involved a series of offshore shareholding restructurings among the shareholders of Shuanghui International, as well as a highly complex asset restructuring within a group of Shuanghui International’s subsidiaries (collectively known as the Shuanghui Group) at an aggregate consideration of 30.2 billion yuan ($4.78 billion).
Part of the consideration was paid by Shuanghui Investment by issuing A-shares to another subsidiary of Shuanghui International. Shuanghui International which was then required to make a general offer to acquire the A-shares held by other shareholders of Shuanghui Investment.
Paul Hastings partner Raymond Li headed the team to act for the Shuanghui Group in the offshore shareholding restructurings. The team also advised on the offshore legal and regulatory issues in relation to the asset restructuring and the general offer.
Commerce & Finance Law Offices advised the Shuanghui Group on PRC law, and Jingtian & Gongcheng was the counsel to the financial adviser CITIC. ALB
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