A consortium including Power Assets Holdings Limited (SEHK:6), CK Asset Holdings Limited (SEHK:1113), CK Hutchison Holdings Limited (SEHK:1) and CK Infrastructure Holdings Limited (SEHK:1038) made a proposal to acquire APA Group (ASX:APA) for AUD 12.3 billion on June 13, 2018. A consortium including Power Assets Holdings Limited, CK Asset Holdings Limited, CK Hutchison Holdings Limited and CK Infrastructure Holdings Limited entered into a conditional implementation agreement to acquire APA Group on August 13, 2018. Power Assets Holdings Limited, CK Hutchison Holdings Limited, CK Asset Holdings Limited and CK Infrastructure Holdings Limited made a proposal to acquire stapled securities at AUD 11 per staple security. The proposal also permits a distribution not exceeding AUD 0.24 per staple security payable in respect of the six months to June 30, 2018. If the transaction is terminated by APA group, then it will pay break fee of AUD 130 million is payable under clause 12.2 or 12.2 and AUD 50 million if terminated by consortium.

The transaction is subject to certain conditions including satisfactory due diligence, entry into scheme implementation agreement, customary closing conditions but not limited to, no material adverse change, no prescribed occurrences and all necessary regulatory approvals including Foreign Investment Review Board and the Australian Competition and Consumer Commission, Transaction is also subject to approval from shareholders of CK Asset Holdings Limited and APA Group Directors indicating that they will support and vote in favor of the transaction in the absence of a superior proposal. If scheme is implemented, Power Assets Holdings Limited and CK Infrastructure Holdings Limited will seek approval from their shareholders. The proposal is however not conditional on such other shareholders' approval and may therefore be undertaken by CK Asset Holdings Limited alone. Based on the price offered by consortium, the APA Board considers that it is in the best interests of APA's shareholders to engage further with the consortium. The APA Board makes no recommendation in response to the proposal at this time. So APA Group's shareholders are advised to take no action at this stage. As of August 13, 2018, Board of Directors of APA Group recommended the shareholders to accept the offer in the absence of superior proposal. The transaction is also subject to court approval and APA group shareholder's approval. On September 12, 2018, APA Group received the approval of Australian Competition and Consumer Commission. On October 11, 2018, the transaction is approved by European Commission. General meeting of shareholders of Power Assets Holdings Limited will be held on October 30, 2018. As of October 30, 2018, shareholders of Power Assets Holdings Limited, CK Asset Holdings Limited, CK Hutchison Holdings Limited and CK Infrastructure Holdings Limited has approved the transaction. APA shareholders meeting and scheme implementation is expected to occur in mid-December 2018. On November 7, 2018, The treasurer is of the view that its proposed acquisition of APA Group would be contrary to the national interest.

Macquarie Group Limited (ASX:MQG) acted as a financial advisor for APA Group (ASX:APA). Morgan Stanley Australia Limited acted as financial advisor for APA Group Directors. Morgan Stanley acted as a financial advisor to CK Infrastructure Holdings Limited. J.P Morgan acted as a financial advisor to APA GROUP. Grant Samuel & Associates Pty Limited acted independent expert to APA Group. Kate Axup, Wendy Rae, Richard Kriedemann, Ted Hill Andrew Wong, David Mierendorff, Nick Kefalianos, Kanana Fujimori, Elysia Longo, Sarah Glynn, Luisa Colosimo, Rujuta Natu, Bridgette Gorman and Katy Milne of Allens acted as legal advisors to Power Assets Holdings Limited, CK Asset Holdings Limited, CK Hutchison Holdings Limited and CK Infrastructure Holdings Limited. Will Heath, Stephen Minns and Vishal Ahuja of King & Wood Mallesons, Australia Branch acted as legal advisors to APA Group. Platinum Securities Company Limited appointed as financial adviser to Independent board committee.

A consortium including Power Assets Holdings Limited (SEHK:6), CK Asset Holdings Limited (SEHK:1113), CK Hutchison Holdings Limited (SEHK:1) and CK Infrastructure Holdings Limited (SEHK:1038) cancelled the acquisition of APA Group (ASX:APA) for AUD 12.98 billion on November 20, 2018. The agreement was terminated because condition precedent of a written no objection certificate under the Foreign Investment Review Board will not be satisfied.