Baker McKenzie recently advised West Knighton Limited ("West Knighton") in relation to the delisting and privatization of Cityneon Holdings Limited ("Cityneon") from the Singapore Exchange.
West Knighton Limited is a special purpose vehicle owned by Cityneon Executive Chairman and Group CEO Ron Tan and Hong Kong entrepreneur and investor Johnson Ko Chun Shun. Cityneon is a full service ideas agency specializing in transforming customer and brand experiences, encompassing four independent yet integrated business divisions – Interior Architecture, Experiential Environments, Events and Exhibitions. The company creates licensed interactive exhibitions based on blockbuster entertainment franchises, such as Marvel's Avengers superheroes, Jurassic Park and Transformers.
West Knighton acquired a 68.95% stake in Cityneon in an off-market transaction and subsequently launched a mandatory unconditional cash offer for the company’s remaining shares to take the company private. Cityneon's shares were delisted from the Singapore Exchange on 1 February 2019 and the privatization was completed on 20 February 2019. The transaction provides West Knighton with greater management control and flexibility in the implementation of strategic and operational initiatives of the company.
Christina Lee, a partner in Baker McKenzie Hong Kong and Min-tze Lean, a principal in the Corporate & Securities Practice Group at Baker McKenzie's Singapore member firm Baker McKenzie Wong & Leow, led on this matter. They were supported by a cross-office team comprising Betty Wong (Special Counsel), Erika Wan (Special Counsel) in Hong Kong, Annie Wat (Associate) in Beijing and Kah Chin Chu (Principal), Max Lee (Associate), Liang Jun Ong (Associate) and Yixian Zhao (Associate) in Singapore.
Commenting on this matter, Min-tze Lean said: "Complex timing, financing and security structure considerations combined to make it impractical for the transaction to be structured as a voluntary cash offer and made this a challenging transaction to execute. But we are delighted to have assisted our client to successfully complete this strategically important transaction."
Baker McKenzie is one of the leading firms for complex transactions, providing strategic advice on deals involving the world’s leading financial institutions and multinational companies. The Firm regularly advises target companies, offerors, selling shareholders and financial advisers on the acquisition and disposal of companies listed on stock exchanges in key major financial centers. With many of its lawyers enjoying established working relationships with local regulators in Singapore and other key markets, the Firm is able to guide clients through all stages of the process, providing valuable insight on regulatory developments that could impact the value and feasibility of cross-border transactions, as well as on ongoing compliance issues. The team also assists listed companies in the restructuring of shareholdings, use of stock as consideration, and block trades.