Hong Kong/China M&A/Events

Hong Kong/China M&A/Events

Soundwill (878 HK): Thoughts On The Latest Scheme Fail

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Quiddity Research
May 26, 2025
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  • After Goldlion (533 HK)'s spectacular Scheme fail, Soundwill (878 HK) appeared destined to be the next failure as shares dipped hard ahead of the Scheme vote. And fail it did.

  • Just like for Goldlion, Soundwill's Offer was clearly light. The counter-argument was that terms were, arguably, as good as it gets. And no competing Offer would emerge. Minorities voiced otherwise.

  • Hong Kong has been the proverbial graveyard for arb deals of late. However, in a positive sense, minorities in Goldlion and Soundwill simply rejected opportunistic Offers.

The NEW News

  • Bermuda-incorporated Soundwill Holdings (878 HK)'s privatisation attempt has been voted down by independent Scheme shareholders.

(1) - If looking through to CCASS participants, that number changes to 117 For and 16 Against.

(2) - This represents 16.70% of total independent scheme shareholders entitled to vote.

The number of votes cast FOR the resolution (60.48%) to approve the Scheme by the independent Scheme shareholders was less than 75% of the votes present and via proxy; and the number of votes cast AGAINST the resolution (16.70%) to approve the Scheme by the independent Scheme shareholders was more than 10% of the votes attaching to ALL Scheme shares held by the independent Scheme shareholders.

FWIW - Soundwill's passed the headcount test

To better understand the "look-through" process for the headcount, please refer to: Chinese Estates (127 HK): Understanding The Scheme Voting.

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