Craig Dally, corporate partner for Linklaters, has worked with a number of leading investment banks in the region in many of the major blocs and has been at the forefront of various reforms to the block trade sector, including the establishment and revision of an industrial block agreement developed with ASIFMA. the Independent Regional Trade Association, which promotes the development of capital markets in Asia. He said: “The work on this transaction has been particularly pleasing, as we have had the opportunity to continue to explore the potential of these structures.” Many bulk transactions are subject to time and legal constraints that can complicate the implementation of appropriate contractual conditions. This model will help streamline agreements and improve the profitability and time of bulk transactions, which Dealogic says posted their highest levels since the beginning of the year in 2013[1]. “Both models are not designed to be firm forms with binding conditions or to restrict the right of the parties to negotiate the terms or forms of block agreements. However, the model offers user-friendly formulations for most standard conditions allowing negotiations to focus on important business concepts such as the level and structure of commissions. “Using model agreements for bulk transactions saves intermediaries and sellers a lot of time and costs. Linklaters has consistently maintained the position of market leaders in block trade consultation. In 2017, the company advised some of the largest block operations in Hong Kong, including Shanghai Fosun Pharma, Huaneng Renewables, HKT Ltd., China CITIC Bank Corp Ltd., ANTA Sports Products Ltd. and UK Rusal. Over the past 18 months, AFME has developed the Model Agreements in response to requests from stock market participants to carry out these transactions quickly and in consultation with its member banks and more than 20 international law firms involved in EMEA stock market transactions. “The challenge now is to get the message out to the market and we are confident that over time, market participants will benefit significantly from using model agreements.
[1] Between January 1, 2013 and September 13, 27, 2013, $69 billion in bulk transactions took place, compared to $62.7 billion in transactions over the whole of 2012 (Source: Dealogic) Two versions of the AFME Model Block Trade Agreement are available: one is an outright agency agreement, without backstop-underwriting obligation, and the second version includes a backstop subscription obligation. to provide a seller with a fixed, hard-subscribed minimum price at which he monetizes the shares sold. The Association for Financial Markets in Europe (AFME) has introduced Model Block Trade Agreements for bulk transactions in Europe, the Middle East and Africa (EMEA), which occur when banks present themselves as agents with or without backstop and procure buyers to buy listed shares at a discount from selling shareholders. Recommended drivers included in a financial advisor`s order letter regarding services falling within the scope of the Circular Circular addressed to financial advisors with respect to their advisory work on valuations of corporate transactions published by the SFC on 15 May 2017 (the Circular). Prepared with the kind support of Kirkland & Ellis and Latham & Watkins. Industry Form Investor Investor Confidentiality Agreement, in simplified Chinese and English version. The transaction process used an approach that included an announcement before launch – a very transparent new strategy that is emerging in the Hong Kong market in deals of this kind.
