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          #37
        
        
          
            2015
          
        
        
          05
        
        
          
            >>
          
        
        
          CK Hutchison Holdings Limited
        
        
          (2)
        
        
          (CK
        
        
          Hutchison) and the property firm Cheung
        
        
          Kong Property Holdings Limited (CK
        
        
          Property), both to be incorporated in the
        
        
          Cayman Islands and listed in Hong Kong.
        
        
          The Rationale
        
        
          While markets reacted to the ‘new’ news
        
        
          by driving the shares of both firms to fresh
        
        
          highs, many saw obvious benefits in a
        
        
          long awaited and logical reorganisation.
        
        
          “This reorganisation is far from a surprise
        
        
          and has long been discussed,” Andrew
        
        
          Lawrence, an analyst with CIMB Group
        
        
          Holdings Bhd, wrote in a research note
        
        
          on 12 January. “It will make for a cleaner
        
        
          corporate structure...”
        
        
          (3)
        
        
          .
        
        
          Even famously fierce defenders of minority
        
        
          shareholder rights, like Hong Kong’s David
        
        
          Webb, were in favour. “What they are
        
        
          doing is a step in the right direction for
        
        
          transparency and removing conflicts of
        
        
          interest.”
        
        
          (4)
        
        
          Analysts were not lacking for good reasons
        
        
          for the move.
        
        
          “Project Diamond”
        
        
          The project, in the works since last summer,
        
        
          was code named “Project Diamond”
        
        
          (5)
        
        
          . The
        
        
          word ‘diamond’ is from the Greek
        
        
          ἀδάμας
        
        
          (adámas), meaning unbreakable. However,
        
        
          a diamond can be cut, polished and
        
        
          properly set to reveal its true value. Indeed,
        
        
          Nomura analysts found treasure in “the
        
        
          unlocking of hidden value embedded in the
        
        
          existing vertical structure.”
        
        
          (6)
        
        
          Vincent Lam, Managing Director and
        
        
          Chief Investment Officer of VL Asset
        
        
          Management Limited, opined that
        
        
          the “share price discount of a holding
        
        
          company is generally 15 to 25 per cent or
        
        
          more.”
        
        
          (7)
        
        
          Changing that structure should
        
        
          remove the discount.
        
        
          Paul Louie, Head of Property Sector Asia,
        
        
          Ex-Japan, Equity Research at Barclays
        
        
          Asia, cited three benefits to shareholders,
        
        
          including removing the holding company
        
        
          discount, optimisation of capital structures
        
        
          and raising dividends—always popular
        
        
          with investors.
        
        
          (8)
        
        
          Goldman Sachs took note of not only
        
        
          economic but also strategic benefits. In
        
        
          a note to clients, they forecast “greater
        
        
          business transparency, better allocation
        
        
          of capital, alignment of management
        
        
          responsibilities and a clearer demarcation
        
        
          of the group’s property and non-property
        
        
          divisions.” Improved cash flow and
        
        
          ability to increase dividends were also on
        
        
          Goldman’s radar.
        
        
          (9)
        
        
          
            The Wall Street Journal
          
        
        
          saw a defensive
        
        
          move against the potential for the US
        
        
          Federal Reserve Bank to raise interest
        
        
          rates, slowing profits derived from real
        
        
          estate holdings around the world. The
        
        
          move would protect Cheung Kong from
        
        
          such moves—and leave it cash-rich, well-
        
        
          positioned to invest in European and other
        
        
          global assets.
        
        
          (10)
        
        
          Chairman Li Ka-shing explains some of
        
        
          the thinking behind the reorganisation,
        
        
          “Cheung Kong and Hutchison have
        
        
          grown substantially in size and scale
        
        
          over the past decade. The reorganisation
        
        
          will place the companies in an even
        
        
          stronger position for future growth and
        
        
          development.”
        
        
          The final arrangements will take some time
        
        
          as shareholders must be consulted about
        
        
          the moves and regulators satisfied that
        
        
          all proper procedures are being diligently
        
        
          observed.
        
        
          The future is bright
        
        
          “This opens up a new chapter for the
        
        
          group,” according to David Ng, a Hong
        
        
          Kong-based analyst at Macquarie Group.
        
        
          (5)
        
        
          The markets agreed with HWL’s senior
        
        
          leadership that the move was a natural and
        
        
          welcome progression to allow two of the
        
        
          world’s most dynamic conglomerates to
        
        
          plan for a strong future that looks bright for
        
        
          their investors, clients and staff.
        
        
          O
        
        
          
            f the many superlatives
          
        
        
          
            used by breathless financial
          
        
        
          
            analysts in the days
          
        
        
          
            following the announcement
          
        
        
          
            of the reorganisation of
          
        
        
          
            Cheung Kong and HWL, the venerable
          
        
        
          
            and respected
          
        
        
          
            
              Financial Times
            
          
        
        
          
            seems to
          
        
        
          
            have encapsulated the move in one word:
          
        
        
          
            “Masterstroke”
          
        
        
          
            (1)
          
        
        
          
            .
          
        
        
          In an announcement that took the markets
        
        
          by storm, “investors cheer[ed] Li’s move
        
        
          to redraw his empire” (from the same
        
        
          
            Financial Times
          
        
        
          article). The decision to
        
        
          merge the two firms and then spin off their
        
        
          property arms into a second independent
        
        
          company was warmly welcomed by the
        
        
          markets. The main new firm will be named
        
        
          1.
        
        
          
            Investors cheer Li’s move to redraw his empire
          
        
        
          Jennifer Hughes,
        
        
          
            Financial Times Asia,
          
        
        
          13 January
        
        
          2015, P. 14.
        
        
          2. CK Hutchison was approved by Cheung Kong
        
        
          shareholders 99.7 per cent in favour and listed on
        
        
          18 March 2015.
        
        
          3.
        
        
          
            Li retakes Asia’s richest person crown
          
        
        
          Bloomberg,
        
        
          
            China Daily,
          
        
        
          13 January 2015, P. 17.
        
        
          4.
        
        
          
            Investors cheer Li’s business revamp
          
        
        
          Benjamin Robertson and Sandy Li,
        
        
          
            South China Morning
          
        
        
          
            Post,
          
        
        
          13 January 2015, B1.
        
        
          5.
        
        
          
            Billionaire Li gears up for deals after ‘Project Diamond’
          
        
        
          Vinicy Chan,
        
        
          
            Bloomberg,
          
        
        
          11 January 2015.
        
        
          6.
        
        
          
            Shares in Li firms jump after plans for restructuring
          
        
        
          Benjamin Robertson and Peggy Sito,
        
        
          
            South China Morning
          
        
        
          
            Post,
          
        
        
          13 January 2015, A1.
        
        
          7.
        
        
          
            Li Ka-shing launches sweeping revamp on corporate
          
        
        
          
            empire
          
        
        
          Ya Shi Zhang,
        
        
          
            Xinhua News Agency,
          
        
        
          11 January 2015.
        
        
          8.
        
        
          
            Li Ka-shing flag flutters on heels of restructuring
          
        
        
          Celia Chen,
        
        
          
            China Daily,
          
        
        
          13 January 2015, P. 8.
        
        
          9.
        
        
          
            Greater transparency in Li Ka-shing empire
          
        
        
          
            restructuring
          
        
        
          KLH,
        
        
          
            Dow Jones Newswire,
          
        
        
          12 January 2015.
        
        
          10.
        
        
          
            Richest person in Asia is building up his defenses
          
        
        
          Abheek Bhattacharya,
        
        
          
            The Wall Street Journal Asia,
          
        
        
          12 January 2015, P.32.