China Petroleum & Chemical Corp. (“Sinopec”) recently announced that its retail unit, Sinopec Marketing Co., Ltd. (“Sinopec Marketing”), had entered into a Capital Injection Agreement with 25 investors on September 12. The 25 investors will subscribe to a 29.99% equity stake in Sinopec Marketing for RMB 107 billion (approx. USD 17 billion USD). This deal concludes the ownership restructuring for Sinopec’s retail unit, which aimed to diversify company ownership. Sinopec Marketing is the largest gasoline station operator in China, managing more than 30,000 stations and 23,000 convenience stores.

The offering was conducted through an auction process. AllBright represented multiple institutional investors in the auction process, including two successful bidders: China Life Insurance Company Limited (“China Life”) and Fosun Group.  China Life will invest RMB 10 billion into Sinopec Marketing, holding a 2.8% equity interest in Sinopec Marketing upon closing.  Pingtao (Hong Kong) Limited, a subsidiary of Fosun Group, will invest RMB 2.15 billion.

The Sinopec Marketing restructuring is recognized as a model for the latest round of reforms for China’s state-owned enterprises.  The RMB 100 billion placement also ranks as the largest-ever private equity deal in China.  AllBright represented multiple investors, which exemplifies the breadth of AllBright’s service offerings and the expertise of its private equity practice.

AllBright served as lead counsel for China life and assisted in legal due diligence, the review of bidding documents, and the review, revision and negotiation of investment documents.  The team was led by Beijing partner Kevin Wang and supported by Yang Tao, Huang Xiaojun and James Guo.

AllBright acted as PRC counsel for Fosun Group, and assisted in the review of vendor due diligence reports, bidding documents, and the review, revision and negotiation of investment documents. The team was led by Shanghai partnerQue Lina and advised by Shanghai partner Lawrence Zhu.