Recently, a Dentons Anti-trust team led by Dentons Beijing senior partner Jet (Zhisong) Deng and Shanghai partner Ken (Jianmin) Dai assisted China SDIC Gaoxin Industrial Investment Corp. (China Gaoxin Investment)'s acquisition of the listed company China High-Speed Railway Technology Co., Ltd. (CHSR) through tender offer quickly passed the State Administration for Market Regulation (SAMR)'s anti-monopoly review for concentrations of undertakings, facilitating the transaction to be completed smoothly.

Before the tender offer, China Gaoxin Investment had no shares in CHSR, and the target company had no controlling shareholder and no actual controller. After completing the acquisition, China Gaoxin Investment gained a 20% stake in CHSR, thus becoming CHSR's controlling shareholder. The transaction marked the first case where a central SOE obtains control of a listed company directly through partial tender offer; in addition, it is also an innovative attempt under the regulatory framework of the "Measures for the Supervision and Administration of State-owned Equities of Listed Companies (Order No. 36)" which was officially introduced on July 1, 2018.

According to China's legislation and practice on antitrust and listed company regulation, for the tender offer transactions that meet China's antitrust filing standards, the announcement of the tender offer report summary is normally needed as a prerequisite for the antitrust filing, and the release of the tender offer report is subject to the antitrust approval and other applicable approvals. Therefore, as the price in the capital markets can change dramatically, obtaining antitrust approval briskly is crucial to the official launch and final completion of the tender offer.

In this matter, Mr. Deng and Mr. Dai, along with their team members, worked closely with the client and the target company, actively cooperated with the SAMR for the antitrust review and maintained good communication with the SAMR (including the negotiation before the case opening review). Finally, the transaction received antitrust approval less than 20 natural days (only 12 natural days after case filing) after the announcement of the tender offer report summary. The team provided sufficient legal guidance on concentration of undertakings for the client.

As early as 2004, when China's Anti-Monopoly Law was still being drafted, the main attorneys of Dentons' Antitrust team had begun to provide antitrust legal services. After more than ten years of practicing, they have gained rich practical experience in anti-monopoly declaration, investigation, litigation and compliance, provided first-class antitrust legal services for domestic and foreign corporate clients.