机构投资者评论Institutional Investor Review：资本向善 专业求真 有温度 有态度
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On June 26, PCCW (0008.HK), Hong Kong Telecom (6823.HK) and China Merchants Capital (also known as "China Merchants Capital", an alternative investment and asset management platform jointly operated by China Merchants Group and GLP) jointly issued an announcement revealing the details of one of the largest passive network infrastructure deals in the Hong Kong market in recent years.
According to the IIR, on June 26, HKT's indirect wholly-owned subsidiary (Apex link Communications Holdings limited) has entered into a sale and purchase agreement with Magic Investment Bidco Limited, the entity exclusively managed and controlled by "China Merchants Capital", under which China Merchants Capital will invest US$870 million (cash, about RMB 6.32 billion) to hold HKT's divested "passive network business". (passive fibre and copper access network assets (including all Hong Kong local fibre, building wiring, etc.)) (the valuation basis of this transaction is shown in the announcement below).
In essence, HKT transferred its "passive network business" to "Passive Netco", which is wholly owned by the newly formed "target company" (specifically Fiber Link Global Limited, registered in Hong Kong; Abbre "FibreCo"; The "Target Company" and its subsidiaries "Passive Netco" are collectively referred to as the "Target Group") and entered into a long-term exclusive service agreement with it (on June 26, the relevant entities of HKT and the relevant entities of "China Merchants Capital" have also entered into a shareholder agreement with the "Target Company"). The divested "Passive Network Business" received investment from China Merchants Capital, and the financial results of "Passive Netco" will continue to be consolidated into the consolidated financial statements of PCCW and HKT.
HKT is a leading telecommunications service provider in Hong Kong (providing services including local telephony, local data and broadband, international telecommunications, mobile communications, media and entertainment and enterprise solutions) and the first telecommunications service provider in Hong Kong to introduce 50 Gigabit optical network (passive optical network) technology. HKT's newly divested "passive network business", which has the widest coverage of passive network infrastructure in Hong Kong, and its corresponding services have a leading market share in Hong Kong; The investment by China Merchants Capital has constituted the largest passive network infrastructure transaction in the Hong Kong market in recent years.
IIR also according to the announcement and the official release of "China Merchants Capital", in this transaction, China Merchants Capital and Hong Kong Telecom jointly designed an innovative transaction structure, and a number of investment institutions in Hong Kong and Europe participated in the project. The investment entity, which is exclusively managed and controlled by China Merchants Capital, has indirectly received investment from various parties, including CMBC International, a wholly-owned overseas subsidiary of Minsheng Bank. HSBC acted as the exclusive financial advisor to China Merchants Capital, and ING Bank Hong Kong Branch, Minsheng Bank Hong Kong Branch and HSBC Bank jointly led the financing support for the project.
And the seller behind this large-scale port deal is back to one of Hong Kong's giants.
In 1999, Li Ka-shing's son Li Zekai made a large-scale acquisition of Hong Kong Telecom, creating the largest acquisition in Hong Kong's history (at that time, Li Zekai defeated the fierce rival Singapore Telecom, Hong Kong Pacific Century Digital Power and Hong Kong Telecom's parent company British Great Eastern reached an agreement, the former used no less than 35.9 billion US dollars to acquire Hong Kong Telecom's shares (13 billion US dollars loan), and the acquisition war was settled in early 2000); Today, HKT is a subsidiary of PCCW.
In response to the transaction, PCCW said that the partnership will allow HKT to unlock the value of its extensive passive network business by bringing in investors as long-term partners, and to share with investors the future capital expenditure associated with further expanding the network infrastructure to support business growth. In addition, the transaction will enable HKT to strengthen its resources to enhance and expand its services to consumers, especially in the field of digitalisation and fashion applications, and to provide innovative and advanced technology solutions to corporate customers.