ChemChina $7.7 billion acquisition of Pirelli

1/11/2015
Acquisition finance, Public acquisition

$ 7.7 billion

Completed

1/11/2015


Overview:

  • ChemChina has acquired Pirelli—the world's fifth-largest tire maker—for €8 billion. 
  • After execution of transaction documents relating to this Pirelli deal in late March 2015, the Chinese party acquired 100% of Pirelli’s share capital in November 2015.
  • Pirelli's ordinary shares were delisted from the Milan Stock Exchange.
  • The acquisition is being enacted by ChemChina subsidiary China National Tire & Rubber Company.
  • The deal involved the laws of many jurisdictions, including Italian law, Hong Kong law, Luxembourg law and PRC law.
  • The deal has been structured in multiple transaction steps, including the voluntary tender offer, mandatory tender offer, sell-out procedure and squeeze-out procedure.
  • In order to finance the share purchase, ChemChina used its own funds, and also obtained a syndicated loan provided by the syndicated banks of China Development Bank, China Construction Bank and the Export-Import Bank of China.
  • Silk Road Fund also made an equity investment related to ChemChina’s acquisition of Pirelli.
  • This deal is subject to the PRC anti-monopoly review on concentration of business operators, as well as other anti-trust review in many jurisdictions.
  • The transaction is the latest in a series of takeovers in Italy by cash-rich Chinese buyers taking advantage of a weak euro just as Europe is slowly emerging from economic stagnation.
  • It also represents the sale of another of Italy's industrial icons, after a string of deals in recent years in sectors from fashion to food to engineering to energy, as decades of stagnation have eroded the country's economic base.

Adam Majeed - Regional Editor

Jurisdictions:

China
Italy

Deal types:

Acquisition finance
Public acquisition

Practice area:

M&A

Industry sectors:

Industrials and manufacturing
Construction and materials


Firms:

Party: Citigroup (Financial adviser)


Party: China National Tire & Rubber Company (Acquirer)

Party: ChemChina (Acquirer)


Party: China National Tire & Rubber Company (Acquirer)

Party: ChemChina (Acquirer)


Party: China Development Bank (Lender)

Party: China Construction Bank (Lender)

Party: The Export-Import Bank of China (Lender)

Party: Silk Road Fund (Investor)


Party: JPMorgan Chase (Underwriter)


Party: Long Term Investments (Shareholder)

Lawyer: Pietro Belloni


Party: China National Tire & Rubber Company (Acquirer)

Party: ChemChina (Acquirer)