All Upcoming Courses > Courses by date > July 2012 > CPD1201357

Share Placements, Rights Issues, and Spin-Offs  

Paul Chow Partner, Davis Polk & Wardwell
Amy Lo Partner, Clifford Chance
Gwen Wong Partner, Sullivan & Cromwell
Date: 5 July 2012, Thursday
(Originally scheduled for 23 Feb 12)
Time: 9:30 am to 12:45 pm
Level: Standard
Accreditations:
CPD Law:   3.0
CPD BC Law:   3.0
CPT SFC:   3.0
CFA CE / SER*:   3.0 / 3.0
ICA CPD:   3.0
Fee: HK$ 2,200
HK$ 1,870 - 15% off for registrants with membership status before or on 19 March 2011
HK$ 1,980 - 10% off for registrants with membership status after 19 March 2011
Certificate of Attendance: Free
Language: English
Course Code: CPD1201357
Venue: Courses & Seminars Limited
22nd Floor,
100 Queen's Road Central,
Hong Kong
MAP
   
Categories: Banking & Capital Markets
Corporate Finance & M&A
Listing Rules Related
Takeovers Code Related
  
*
As a participant in the CFA Institute Approved-Provider Program, C&S has determined that this program qualifies for 3 credit hours inclusive of 3 hours in the content area of Standards, Ethics, and Regulations (SER). If you are a CFA Institute member, CE credit for your participation in this program will be automatically recorded in your CE Diary.
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 Registration Conditions
15% off for registrants with membership status before or on 19 March 2011
10% off for registrants with membership status after 19 March 2011

 
Course Details
Hong Kong as an international financial hub has various ways for companies to raise capital after listing. Share placements, rights issues and spin-offs continue the popularity this year for listed companies as a cost-effective means to raise funds. This course will examine advantages and key success factors of these methods.
 
Highlights of the course include:

Share Placements

  • Reasons and rationale for a share placement
  • Pricing and valuation issues
  • Placing of new shares and top-up transactions - mechanism
  • Corporate Governance aspects: can placing be abusive
  • Underwriting
  • Listing Rule implications: use of general mandate (if available)
  • Shareholders' approval / Takeovers Code implications with placement to connected party
  • Documentation issues: underwriting agreement, placing agreement, press announcements, etc.
  • Recent share placements: case studies - aspects to note
  • Recent developments: Consultation Paper

Rights Issues

  • Reasons and rationale for a rights issue
  • Difference between rights issues and open offers
  • Advantages & disadvantages of rights issues
  • Pricing and valuation issues
  • Structural issues
  • Timetable for rights issues
  • Listing Rule and Takeovers Code implications: whitewash required?
  • Dealing with overseas shareholders
  • Documentation issues: underwriting agreement, press announcements, circular, prospectus, PAL, excess application form, etc.
  • Recent rights issues / open offers: case studies
  • Recent developments

Spin-Offs

  • Reasons and rationale for a spin-off
  • Listing Rule requirements for spin-off: Practice Note 15
  • Key issues for consideration
  • Transaction steps and timetable
  • Case Study