Harneys advises KE Holdings Inc. on its dual primary listing in Hong Kong
Harneys acted as Cayman Islands counsel to KE Holdings Inc. (NYSE: BEKE) which operates “Beike” as a leading integrated online and offline brokerage platform for mainland China housing transactions and services, in relation to the dual primary listing of its class A ordinary shares (the Shares) by way of introduction on the Main Board of The Stock Exchange of Hong Kong Limited (the HKSE). The Shares commenced trading on the Main Board of the HKSE on 11 May 2022 under the stock code “2423”. The Company’s ADSs (American depositary shares), each representing three Shares, will continue to be primarily listed and traded on the New York Stock Exchange (the NYSE).
Like many Chinese companies listed in the US, KE Holdings adopted the weighted voting rights structure. Harneys previously assisted XPeng with its dual primary listings on the NYSE and the HKSE, which is the first company with weighted voting rights structure that has been dual primarily listed in the US and Hong Kong.
The Harneys team was led by Shanghai Corporate Partner Calamus Huang, supported by Counsel Jessie Xu. Shanghai Managing Partner Vicky Lord also provided support on certain deal specific issues. Calamus commented: “We are pleased to have assisted with Beike’s successful dual primary listing in Hong Kong. The HKSE’s permission for listed companies to adopt a weighted voting rights structure removed one of the major hurdles for many Chinese companies listed in the US to return to Hong Kong. Since the landmark dual primary listing of XPeng in Hong Kong in 2021, we have been seeing more and more companies with weighted voting rights structure seek to be dual primarily listed in Hong Kong, among which, Beike is one of the most remarkable listings.”
Freshfields Bruckhaus Deringer acted as legal advisers to Beike as to Hong Kong law, Skadden, Arps, Slate, Meagher & Flom LLP as to US law and Han Kun Law Offices as to PRC law. Davis Polk & Wardwell acted as Hong Kong counsel and Jingtian & Gongcheng acted as PRC counsel respectively to Goldman Sachs Asia L.L.C. and China International Capital Corporation Hong Kong Securities Limited acting as the joint sponsors.
The Corporate team at Harneys has a leading Equity Capital Markets (ECM) practice with substantial experience regarding all aspects of capital raising by offshore companies, including IPOs and secondary offerings, rights issues, equity linked securities, including convertible and exchangeable bonds, SPACs and business combinations, as well as private placements, take-privates, takeovers and spin-offs. The firm’s ECM expertise lie in advising entities listed or listing on all major stock exchanges, including the New York Stock Exchange, NASDAQ, the London Stock Exchange, AIM, the HKSE, Shanghai Stock Exchange, and the Luxembourg Stock Exchange.