Melco International Development Limited’s acquisition of 198 million shares in Melco Crown Entertainment from Crown Resorts Limited

Ashurst has advised Crown Resorts Limited in the sale of 198 million shares in Melco Crown Entertainment (‘MCE’) to Melco International Development Limited that will generate proceeds of approximately A$1.9 billion for the company.

The 198 million MCE shares (equivalent to 66 million MCE American Depository Shares (ADSs) or 13.4% of MCE shares outstanding) were sold to Melco Leisure and Entertainment Group Limited, a subsidiary of Melco.

The transaction closed on 16 February 2017, and has reduced Crown’s shareholding to 11.2% of MCE shares.

The transaction follows Crown’s underwritten sale of 40.9 million MCE shares (equivalent to approximately 13.6 million MCE ADSs and approximately 2.8% of MCE shares outstanding) for US$5.33 per MCE share (equivalent to US$16 per MCE ADS), completed on 20 December 2016.

In conjunction with the underwritten sale, Crown also entered into an economic hedge, by way of cash settled equity swaps, over 81.9 million MCE shares (equivalent to 27.3 million MCE ADSs and just over 5.5% of MCE shares outstanding) for US$5.33 per MCE share (equivalent to US$16 per MCE ADS).

The Ashurst Australia team was led by partners Phil Breden (picture) and Anton Harris, senior adviser Garry Besson (Corporate) and partner Jamie Ng (SDG). They were assisted by senior associates Andrew Kim and Peggy Ching, and lawyers Sagar Sritharan and Alli Clark (Corporate); counsel Joseph Chow, senior associate Eugene Ng and graduate Alexandra Rennie (SDG); partner Rob Ritchie and counsel Tim Macmillan (Banking); and partner Barbara Phair and senior associate Elke Bremner (Stamp Duty). Partner Joshua Cole (Corporate) assisted from Ashurst Hong Kong.

Involved fees earner: Anton Harris – Ashurst; Phil Breden – Ashurst; Garry Besson – Ashurst; Andrew Kim – Ashurst; Peggy Ching – Ashurst; Sagar Sritharan – Ashurst; Alli Clark – Ashurst; Rob Ritchie – Ashurst; Tim MacMillan – Ashurst; Jamie Ng – Ashurst; Joseph Chow – Ashurst; Eugene Ng – Ashurst; Joshua Cole – Ashurst; Barbara Phair – Ashurst; Elke Bremner – Ashurst;

Law Firms: Ashurst;

Clients: Crown Resorts Ltd.;


Author: Michael Patrini