News, Deals & Awards

Ashurst has advised Crown Resorts Limited (Crown) which, through its wholly owned subsidiary Crown Asia Investments Pty. Ltd. (CAI), sold its remaining shareholding in Melco Resorts & Entertainment Limited (MRE) back to MRE through a share repurchase which completed on 15 May 2017 (Repurchase).

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Under the Repurchase, MRE has bought back 165.3 million ordinary shares (equivalent to approximately 55.1 million MRE American Depositary Shares (ADSs)), representing 11.2% of MRE's ordinary shares outstanding for a price of US$7.04 per ordinary share or US$21.11 per ADS.

As a result of the Repurchase, Crown no longer holds an interest in MRE or the Macau market, the shareholders' agreement between CAI and Melco International Development Ltd was terminated, and Crown no longer holds the right to appoint a director to the MRE Board.

The proceeds generated by the Repurchase (approximately US$987 million or approximately A$1.34 billion) will initially be used to reduce Crown's net debt.
Concurrently with the Repurchase:

  • MRE launched an offering of 27,769,248 ADSs and 81,995,799 ordinary shares in MRE, pursuant to an effective shelf registration statement lodged with the U.S. Securities Exchange Commission (Offering). Under the Offering, 15,769,248 ADSs were purchased by the Underwriters for resale in an underwritten offering and 81,995,799 ordinary shares were delivered to Melco Leisure and Entertainment Group (a subsidiary of Melco) to satisfy obligations to return securities as part of cash-settled swap transactions entered into December 2016; and
  • Crown has terminated each of the cash-settled equity swaps entered into in December 2016 that referenced approximately 27.3 million of MRE's ADSs and the cash-settled equity swap entered into in March 2017 that referenced 12.0 million of MRE's ADSs.

The Ashurst team was led by Phil Breden (Corporate) and Jamie Ng (SDG). They were assisted by Senior Adviser - M+A Garry Besson, senior associate Andrew Kim and lawyer Alli Clark (Corporate), and senior associate Eugene Ng and lawyer Timon Ibrahim (SDG).

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