Slaughter and May Advised Morgan Stanley on $123 Million Privatisation of IMAX China
Slaughter and May, an international law firm headquartered in London, is currently providing advisory services to Morgan Stanley Asia Limited (Morgan Stanley) as the financial adviser to IMAX Corporation (Offeror) regarding the proposed privatisation of IMAX China Holding, Inc. (IMAX China). IMAX China is a company listed on the Hong Kong Stock Exchange (stock code: 1970).
The planned privatisation will be executed through a scheme of arrangement in accordance with the Companies Act of the Cayman Islands. Once the proposal is completed, the Offeror will hold 100 per cent of the shares of IMAX China, both directly and indirectly. Subsequently, IMAX China will proceed with an application for the withdrawal of the listing of its shares from the Hong Kong Stock Exchange.
On July 13, 2023, the privatisation proposal for IMAX China was officially announced. The proposal entails a total cash requirement of approximately HK$965 million (equivalent to US$123 million).
In addition to the privatisation of IMAX China, the proposal incorporates a share incentive offer for employee share options and awards. Under this offer, share options held by employees will be subject to a cash offer for their cancellation. Meanwhile, share awards will be converted into share awards of the Offeror using a formula that considers the cancellation price specified in the scheme of arrangement.
IMAX China, incorporated in the Cayman Islands, has held a listing on the Main Board of the Hong Kong Stock Exchange since October 8, 2015. As a prominent entertainment technology company, it holds the exclusive license for the IMAX brand in the theatre network, sales, and maintenance business. Additionally, IMAX China serves as the sole commercial platform for the release of IMAX format films in Greater China.
The company, along with its subsidiaries, primarily operates in the entertainment industry, specialising in digital and film-based motion picture technologies.
The Offeror is a Canadian company that is listed on the New York Stock Exchange. It has established itself as a premier global technology platform for entertainment and events. Leveraging its proprietary software, innovative theatre architecture, patented intellectual property, and specialized equipment, the Offeror provides a unique end-to-end solution for creating exceptional and immersive content experiences.
“We are excited to be once again advising Morgan Stanley, as well as working with IMAX Corporation and IMAX China, on this significant transaction in the entertainment tech industry, and look forward to seeing the ensuing benefits that the privatisation will bring,” Benita Yu, Senior Partner, stated.