Alibaba Group Holding Limited’s HK$28 Billion Stake Acquisition In Sun Art Retail Group Limited

Slaughter and May, Hong Kong, advised Alibaba Group Holding Limited on the transaction.

Alibaba Group Holding Limited acquired a controlling stake in Sun Art Retail Group Limited (Sun Art), a company listed on the Hong Kong Stock Exchange for an aggregate consideration of approximately HK$28 billion (US$3.6 billion). The acquisition was announced and completed on 19 October 2020.

The acquisition will be made by Alibaba’s indirect wholly-owned subsidiary Taobao China Holding Limited, of 70.94% of A-RT Retail Holdings Limited, a holding company with a 51% shareholding in Sun Art, from Auchan Retail International S.A. and its subsidiary.

Pursuant to the Takeover Code, Alibaba will also make a mandatory general offer for the shares of Sun Art not held by Alibaba or its concert parties after the completion of the acquisition. The amount of cash required to implement the offer is up to approximately HK$17 billion (US$2.2 billion).

Alibaba, whose American depositary shares are listed on the New York Stock Exchange and whose ordinary shares are listed on the Hong Kong Stock Exchange, is the world’s largest online and mobile commerce company and has developed leading businesses in consumer e-commerce, online payment and financial services, business-to-business marketplaces, cloud computing, logistics and digital entertainment.

Sun Art is a Hong Kong-incorporated company listed on the Hong Kong Stock Exchange (Stock Code: 6808) and is principally engaged in the business of operation of hypermarkets and E-commerce platforms in the PRC.

Slaughter and May’s team included Benita Yu (Picture), Partner, Ben Heron, Partner, Vincent Chan, Associate, Jiayi Li, Associate and Dingyi Yu, Associate.

Involved fees earner: Vincent Chan – Slaughter and May; Ben Heron – Slaughter and May; Jiayi Li – Slaughter and May; Dingyi Yu – Slaughter and May; Benita Yu – Slaughter and May;

Law Firms: Slaughter and May;

Clients: Alibaba Group Holding Ltd;

Author: Michael Patrini