Slaughter and May is advising CLSA Limited (CLSA) on its proposed placing under a share and convertible bond placing agreement entered into with Louis XIII Holdings Limited (Louis XIII) to raise gross proceeds of up to HK$1,560 million (US$200 million) from the placing of (i) up to a maximum of 520 million new shares (Shares), or (ii) up to HK$1,560 million (US$200 million) worth of convertible bonds (CBs), or (iii) a combination of Shares and CBs. Louis XIII has granted an upsize option to CLSA to place a further HK$780 million (US$100 million) worth of Shares and/or CBs, resulting in aggregate gross proceeds of up to HK$2,340 million (US$300 million).

The proceeds from the placing will be used to fund contemplated design upgrades relating to the fit out of the interiors of an exclusive luxury hotel, entertainment complex and casino in Macau, which is currently under construction. Up to HK$530 million (US$68 million) from the exercise of the upsize option will be used to fund contemplated upgrades to the hotel's furniture, fixtures and equipment, and the balance will be used for Louis XIII's general working capital purposes and contingency purposes.

According to Louis XIII's announcement issued 20 November 2014, the directors of Louis XIII intend to offer an opportunity to existing shareholders to increase their investment in Louis XIII through an open offer following pricing of the placing. Detailed terms of the proposed open offer will be determined by the directors by reference to the success of the placing and prevailing market conditions. The maximum aggregate amount of funding to be raised from the proposed placing and the proposed open offer will not exceed HK$3,025 million (US$388 million).

Slaughter and May previously advised CLSA on a proposed conditional placing under a share placing agreement entered into with Louis XIII (formerly known as Paul Y. Engineering Group Limited) which raised aggregate gross proceeds of HK$3,200 million (US$410 million) comprising 2,938,236,000 new shares and convertible bonds in the aggregate principal amount of HK$1,202 million (US$154 million).

CONTACTS

Corporate: Benita Yu (partner), (associate) William Ho (associate)