Kirkland & Ellis and Morrison & Foerster have the lead roles on an $11.6 billion offer from Chinese investors to take Singapore-based warehouse operator Global Logistic Properties Ltd. private.
A consortium led by Chinese private equity firms Hopu Investment Management and Hillhouse Capital Group, property developer China Vanke Co., Bank of China Group Investment and GLP chief executive Ming Mei is offering to privatize Singapore Exchange-listed GLP at $2.47 apiece in one of the largest buyout deals in Asia.
GLP was co-founded in 2007 by Mei and Jeffrey Schwartz, and focuses on the e-commerce-fueled growth of the logistics sector in China. (Schwartz died in 2014.) The company manages $41 billion in assets in China, Japan, Brazil and the United States.
Kirkland & Ellis is advising the consortium with a Hong Kong-based team led by corporate partner Nicholas Norris, finance partner David Irvine and investment funds partners Justin Dolling and Jonathan Tadd.
Skadden, Arps, Slate, Meagher & Flom is acting for the consortium on regulatory matters regarding Committee on Foreign Investment in the United States, antitrust, and securities law as well as Japanese law matters. The team includes Singapore partner Rajeev Duggal, Hong Kong partners Julie Gao and Jonathan Stone, Tokyo partner Mitsuhiro Kamiya, Washington, D.C. partner Ivan Schlager, Brussels partner Frederic Depoortere and Lynn McGovern, London partners John Adebiyi and Danny Tricot, Los Angeles partner Karen Corman, Munich partner Lutz Zimmer, Palo Alto partner Joseph Yaffe and Paris partner Pascal Bine.*
Davis Polk & Wardwell Hong Kong partner Paul Chow and Beijing partner He Li are separately counsel to China Vanke.*
Clifford Chance is representing consortium member Bank of China Group Investment with a team led by Hong Kong partner Fang Liu. Finance partner Timothy Democratis in Beijing, corporate partner Lee Taylor in Singapore and regulatory partner Jeff Berman in New York are also advising on the deal.†
Morrison & Foerster, longtime adviser to GLP, is once again advising the warehouse company on the privatization proposal. The team is led by Singapore-based Asia managing partner Eric Piesner and fellow Singapore partner Shirin Tang. They are supported by funds partner Kenneth Muller in San Francisco and corporate partner Marcia Ellis in Hong Kong.
Singaporean firm Allen & Gledhill is serving as legal adviser to a special committee at GLP.
Hopu and Bank of China first bought into GLP in 2014; they jointly took a minority stake through GLP’s Chinese subsidiary. MoFo’s Piesner and Ellis both advised GLP on that deal. The pair, alongside Muller, also represented the company on setting up a $7 billion China-focused fund in 2015.
GLP started a strategic review in November on the request of shareholder GIC, the Singaporean sovereign wealth fund, and in January began reaching out to potential bidders for privatization. The winning consortium trumped a group led by Warburg Pincus and its logistics subsidiary e-Shang Redwood Group. GIC announced that it supported the proposal by the Hopu-Vanke consortium.
The deal does not require approval from the Committee on Foreign Investment in the United States, according to a media release put out by GLP. The deal is expected to complete in April 2018.
*Updated 7/18: This story has been updated with involvement of Skadden and Davis Polk on this deal.
†Updated 7/19: This story has been updated with involvement of Clifford Chance on this deal.