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Conyers Dill & Pearman advises on the Hong Kong listing of HKT Trust US$1.2 bn IPO

September 2012 Richard Hall

Conyers Dill & Pearman advised on a cross-border deal that involved HKT Limited, a Cayman Islands company (with British Virgin Islands subsidiaries), the shares of which were stapled to and listed along with the units of HKT Trust on The Stock Exchange of Hong Kong Limited.

Christopher Bickley and Richard Hall of Conyers Dill & Pearman acted as the British Virgin Islands and Cayman Islands counsel on the listing of the share stapled units issued by HKT Trust and HKT Limited on the Main Board of The Stock Exchange of Hong Kong Limited by way of Global offering. HKT Trust and HKT Limited trade together as a stapled security. HKT Trust is the first single investment trust to list in Hong Kong. Other firms involved included Reed Smith Richards Butler, Freshfields Bruckhaus Deringer and King & Wood Mallesons.

HKT Trust provides telecommunications products and services including local telephone services, local data and broadband services, international telecommunications services and other services. The Group’s telecommunications businesses have been the leading telecommunications service provider for over 85 years in Hong Kong, providing residents and businesses in Hong Kong with high quality and reliable telecommunications services.

HKT Trust is a precedent-setting, first-ever listing of a business trust on the Stock Exchange of Hong Kong. The use of the innovative trust structure is designed to meet the commercial objectives of the issuer and allow the HKT group to focus principally on distributions, as distinct from other listed issuers on the exchange. The trust structure and associated arrangements, including the role of the trustee manager in managing the trust and the issue of share stapled units, should also provide investors with all the protections generally available to holders of shares under applicable laws, rules and codes in Hong Kong, whilst keeping the flexibility of the trust structure, with the benefits and for the reasons mentioned above.

Conyers Dill & Pearman was named winner (along with Reed Smith Richards Butler; Freshfields Bruckhaus Deringer; and King & Wood Mallesons) of the Equity Market Deal of the Year by The Macallan ALB Hong Kong Law Awards 2012 for its role in the HKT Trust listing on the Stock Exchange of Hong Kong.


Richard Hall

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