HSBC to privatise Hang Seng and boost shareholder value

HSBC Holdings plc ( HSBC) and The Hongkong and Shanghai Banking Corporation Limited (HSBC Asia Pacific) has despatched the scheme document for the proposed privatisation of Hang Seng Bank by way of a scheme of arrangement (Scheme Document).

The Scheme Document includes notices convening the Court Meeting and the General meeting of Hang Seng Bank shareholders. The meetings will be held sequentially on 8 January 2026 in Hong Kong. The results of the shareholder votes at both meetings will be announced on the same day.

A significant milestone for both HSBC and Hang Seng Bank

Speaking on the publication of the Scheme Document, HSBC Group CEO Georges Elhedery said, “We are delighted to receive these important recommendations. Our intention to privatise Hang Seng Bank is an investment for growth in a home market we know very well. We see a compelling opportunity to create greater alignment, while respecting the heritage and customer proposition of Hang Seng Bank. We will invest further in our relative strengths to respond quickly to market and customer needs as we serve Hong Kong’s many growth opportunities ahead.”

Following its review, the independent financial adviser (IFA) considers the proposal and the scheme to be fair and reasonable so far as the Code Disinterested Shareholders are concerned. The IFA has advised the Independent Board Committee (IBC) to recommend, and the IFA itself recommends, that these shareholders vote in favour of the resolutions to approve the Scheme.

The Hang Seng Bank IBC concurs with the IFA’s assessment and therefore recommends that these shareholders vote in favour of the resolutions to approve the Scheme at the upcoming Court Meeting and General Meeting. Hang Seng Bank shareholders are encouraged to review the IFA letter and the Scheme Document in full.

Unlocking shareholder value at a compelling premium

The Scheme Consideration of HKD 155 ($19.93) per scheme share represents a premium of approximately 33.1% over the average closing price of HKD 116.49 ($14.98) per share for the 30 trading days up to and including 8 October 2025 (the last trading day prior to the joint announcement of the Proposal), and a 30.3% premium over the closing price of HKD 119.00 ($15.30) per share on that day.

Next steps and expected timetable

Subject to approval by the Hang Seng Bank shareholders and the sanction of the Scheme by the High Court of Hong Kong, the proposal is expected to become effective on 26 January 2026, after which the listing of Hang Seng Bank shares on the Hong Kong Stock Exchange will be withdrawn on 27 January 2026 which will be the date of completion.

Re-disseminated by Wealth and Society