Hutchison Group to Increase Position in Husky Energy Inc. in Connection With Hong Kong Reorganization
Marketwired
LUXEMBOURG CITY, LUXEMBOURG--(Marketwired - Jan 20, 2015) - Hutchison Whampoa Europe Investments S.à r.l. ("HWEI"), an indirect wholly-owned subsidiary of Hutchison Whampoa Limited ("Hutchison"), entered into a share purchase agreement (the "Agreement") on January 9, 2015 with L.F. Investments S.à r.l. (the "Vendor"), which is indirectly wholly-owned by a trust of which members of Mr. Li Ka-shing's family are discretionary beneficiaries, in which HWEI agreed to acquire ownership and control of 61,357,010 common shares (the "SaleShares") of Husky Energy Inc. ("Husky"), representing approximately 6.24% of the issued and outstanding common shares of Husky ("Shares"). Upon completing the acquisition of the Sale Shares, it is expected that HWEI will own 395,498,942 Shares, representing approximately 40.21% of the issued and outstanding Shares.
The Agreement was entered into in connection with a series of proposals (the "Proposals") relating to the reorganization and combination of the businesses of Cheung Kong (Holdings) Limited ("Cheung Kong") and its subsidiaries (the "Cheung Kong Group") and Hutchison and its subsidiaries (the "Hutchison Group") to create two new Hong Kong listed companies: (a) CK Hutchison Holdings Limited ("CKH Holdings"), which will hold all of the non-property businesses of the Cheung Kong Group and the Hutchison Group; and (b) Cheung Kong Property Holdings Limited, which will hold the property businesses of the Cheung Kong Group and the Hutchison Group. As part of the Proposals, Cheung Kong intends to put forward to its shareholders a reorganization proposal whereby the holding company of the Cheung Kong Group will be changed from Cheung Kong to CKH Holdings by way of a scheme of arrangement (the "Cheung Kong Reorganization"). The purchase of the Sale Shares under the Agreement, which is conditional upon, inter alia, completion of the Cheung Kong Reorganization and the satisfaction of certain conditions precedent to completion of other aspects of the Proposals, is expected to occur in the first half of 2015.
Pursuant to the terms of the Agreement, the consideration for the acquisition of the Sale Shares shall be satisfied by HWEI causing CKH Holdings, a wholly-owned subsidiary of Cheung Kong as at the date of this report but which will become the holding company of Cheung Kong on completion of the Cheung Kong Reorganization, to allot and issue 84,427,246 new shares of CKH Holdings ("CKH Holdings Shares") to the Vendor, or as the Vendor may direct, at an exchange ratio of 1.376 new CKH Holdings Shares for every one Share to be acquired. Such exchange ratio was determined based on the average closing price of the shares of Cheung Kong on The Stock Exchange of Hong Kong Limited for the five trading days up to and including January 7, 2015 of HK$129.06 and the average closing price of the Shares on the Toronto Stock Exchange for the five trading days up to and including January 6, 2015 of $27.01, without any premium or discount, and using the exchange rate of $1.00 to HK$6.5782.
HWEI agreed to acquire the Sale Shares in connection with the Proposals and for long term investment purposes and, depending on market and other conditions, HWEI and its affiliates may increase or decrease their beneficial ownership or control or direction over Shares through market transactions, private agreements, treasury issuances, exercise of options, convertible securities or otherwise.
For further details on the Proposals and the Agreement, please refer to the news release, comprising the announcement, published on the website of Hutchison (www.hutchison-whampoa.com).
HWEI has filed an early warning report on Husky's SEDAR profile at www.sedar.com. A copy of the report may be obtained by contacting:
Hutchison Group Laura Cheung Tel: (852) 2128 1289 Fax: (852) 2128 1766 Email: laurac@hwl.com.hk
About Hutchison
Hutchison is a renowned multinational conglomerate committed to innovation and technology. Its diverse businesses operate in more than 50 countries with over 270,000 employees across the world. Hutchison is among the largest companies listed on the Main Board of the SEHK. Hutchison has six core businesses - ports and related services, property and hotels, retail, infrastructure, energy and telecommunications. Hutchison reported turnover of approximately HK$413 billion (USD53 billion) and HK$204 billion (USD26 billion) for the audited results for year ended 31 December 2013 and for the unaudited results for the six months ended 30 June 2014 respectively.
This press release contains "forward-looking statements" regarding the belief or current expectations of Hutchison and its board of directors regarding the transactions described in this press release. Generally, words such as "may", "could", "will", "expect", "intend", "estimate", "anticipate", "believe", "plan", "seek", "continue" or similar expressions identify forward-looking statements. These forward-looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside the control of Hutchison and are difficult to predict, that may cause actual results to differ materially from any future results or developments expressed or implied from the forward-looking statements. Such risks and uncertainties include the effects of continued or increasing volatility in international financial markets, economic conditions both internationally and in individual markets in which the Hutchison Group operates, and other factors affecting the levels of the business of the Hutchison Group and the costs and availability of financing for the activities of the Hutchison Group.
Any forward-looking statement contained in this press release based on past or current trends and/or activities of the Hutchison Group should not be taken as a representation that such trends or activities will continue in the future. No statement in this press release is intended to be a profit forecast or to imply that the earnings of Hutchison for the current year or future years will necessarily match or exceed the historical or published earnings of Hutchison. Each forward-looking statement speaks only as at the date of the particular statement. Hutchison expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the expectations of Hutchison with regard thereto or any change in events, conditions of circumstances on which any such statement is based.
This press release is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities nor is it calculated to invite any such offer or invitation. In particular, this press release does not constitute and is not an offer to sell or an invitation or a solicitation of any offer to buy or subscribe for any securities in Hong Kong, the United States of America or elsewhere. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended. Securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
