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Freshfields advises Dalian Wanda Commercial Management on capital restructuring and US$8.3bn investment in Zhuhai Wanda Commercial Management

Global law firm Freshfields Bruckhaus Deringer (‘Freshfields’) has advised Dalian Wanda Commercial Management Group (‘Dalian Wanda Commercial Management’) on an investment agreement and related transaction agreements in connection with the capital restructuring of Zhuhai Wanda Commercial Management Group (‘Zhuhai Wanda Commercial Management’). The deal marks China’s largest single private equity investment in the past five years.

Under the terms of the investment agreement, a group of private equity investors including PAG, CITIC Capital and Ares (among others) will jointly contribute approximately US$8.3bn for a 60 per cent stake in Zhuhai Wanda Commercial Management’s holding company, with Dalian Wanda Commercial Management retaining the remaining 40 per cent. This transaction follows and expands on a framework agreement signed between PAG and Dalian Wanda Commercial Management on 12 December 2023 on which Freshfields also advised.

Dalian Wanda Commercial Management is the sole business platform for the commercial property investments and operations of Dalian Wanda Group. It is also the world’s largest commercial property holding, management and operations enterprise. Zhuhai Wanda Commercial Management has been a world leader in shopping mall management for over 20 years and currently manages 496 large-scale shopping malls across China, making it the largest shopping mall operator in the world.

The Freshfields team advising on the transaction was led by partner Yuxin Shen, assisted by counsel Ya Ma, senior associate River He and associate Zhiyuan Gu. Capital markets advice was provided by partner and head of China ECM Richard Wang, assisted by senior associate Chongming Ma and associate Yuwei Tian. Dispute resolution advice was provided by partner John Choong and senior associate Jacky Fung.