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HSBC Proposes To Acquire All Of Hang Seng; Shares Fall

HSBC reinforces its Asia focus with a proposed move to buy all of Hang Seng in which it already owns 63 per cent. Shareholders sold the bank's stocks amidst a temporary halt to share buybacks.
Hong Kong/UK-listed HSBC’s shares fell yesterday in the wake of
its plans to increase its focus on Asia. In a statement, the
lender said it was buying out minority owners of Hong Kong’s Hang
Seng Bank to make it a wholly-owned subsidiary. The plan will
cost $14 billion.
HSBC said the move was to
streamline operations; it gave no details at this stage as to
potential cost cuts from any duplication of jobs and
functions.
Prior to the announcement, HSBC owned 63 per cent of Hang Seng,
which was first established in 1933.
HSBC’s shares fell 6.6 per cent at one stage after the
announcement before paring their losses slightly. Since the start
of 2025, shares have risen 28 per cent. The bank said it will
halt its own share buy-backs to preserve capital for the next
three quarters whilst it digested the Hang Seng deal.
“One of HSBC's strategic priorities is to grow in Hong Kong. HSBC
believes it is best positioned to do so by strengthening the Hong
Kong banking presence of both HSBC Asia-Pacific and Hang Seng
Bank, focusing on their relative strengths and competitive
advantages, but continuing to allow all customers to choose where
to bank,” HSBC said.
“HSBC intends to continue to invest in people and technology
across both HSBC Asia-Pacific and Hang Seng Bank as part of that.
At the same time, HSBC also expects there to be an opportunity to
create greater alignment across HSBC and Hang Seng Bank that may
result in better operational leverage and efficiencies. The
changes necessary to effect such alignment will be made over
time,” it said.
Such a move appears to be consistent with HSBC’s further
pivot to its home ground of Asia, drawn by the rising
affluence of the region. Regionally, the Asia-focused Hong Kong
and Shanghai Banking Corporation accounted for $9.384 billion out
of a total pre-tax profit in H1 2025, of $15,810 – the
largest chunk of the result, with HSBC’s UK business in second
place, at $3.618 billion. HSBC is scheduled to report
third-quarter results on 28 October.
HSBC's international reach has been criticised at times. For
example, in 2022, Ping An Insurance Group of China, aka Ping
An, reiterated its call on HSBC to split its Asia and
non-Asia business arms up to unlock value. The campaign
to force HSBC, which is listed in Hong Kong and London, into such
a radical change has so far been resisted by the lender’s
managers, who say its global footprint is a strength, not a
weakness. At the same time HSBC’s strong Asian heritage raises
potential issues, for example, if Beijing were to
clash with the UK on trade or other foreign policy
matters.
Dilution worry
Steve Clayton, head of equity funds, Hargreaves Lansdown, the UK
investment platform, noted that “gaining control of Hang Seng
comes at a premium, with HSBC offering to pay almost 30 per cent
above the previous market value of the listed minority shares in
Hang Seng, prompting some investors to argue that the deal will
be dilutive to the group’s returns.”
The proposed move is subject to certain conditions, such as
sanction by the High Court of Hong Kong.
The strategy
“Combining its award-winning mobile app and strong digital
capabilities with a vast network of over 250 service outlets in
Hong Kong, Hang Seng offers a seamless omnichannel experience for
customers to take care of their banking and financial needs
anytime, anywhere,” HSBC said.
Hang Seng’s wholly owned subsidiary, Hang Seng Bank (China),
operates a network of outlets in major cities in mainland
China.
“Hang Seng Bank has been rooted in Hong Kong for close to 100
years. HSBC intends to respect that legacy. Hang Seng Bank's
heritage, brand and distinct culture is a competitive advantage,”
HSBC said. “As such, post privatisation, Hang Seng Bank will
retain its separate authorisation as a licensed bank under the
Hong Kong Banking Ordinance with its own governance, brand,
distinct customer proposition and a branch network.”
Premia and priority
HSBC said the proposed acquisition price is at a premium of about
33.1 per cent over the average closing price of HK$116.49
($14.26) per Hang Seng Bank Share as quoted on the Hong Kong
Stock Exchange over the last 30 trading days up to and including
the last trading day. It is also at a 48.6 per cent premium to
the level seen in the past 360 trading days.
HSBC said Hong Kong is a “strategic priority.”
“HSBC believes that the fundamentals of the Hong Kong economy are
strong, and there are significant growth opportunities available
over the medium term. It represents a compelling opportunity to
deploy capital for growth for the HSBC Group. But it is also an
increasingly competitive market that will require both HSBC
Asia-Pacific and Hang Seng Bank to be better aligned and able to
respond quickly to market and customer needs.
“By privatising Hang Seng Bank, HSBC can greatly simplify the
structure of its Hong Kong operations, further align the economic
incentives for HSBC to increase its investments in Hang Seng
Bank, leveraging both brands whilst simplifying and streamlining
decision-making processes to be more agile. It will also enable
improved operational risk management and capital efficiency and
deployment.
“Furthermore, there is an opportunity for better alignment of
Hang Seng Bank and HSBC's operations that may result in better
operational leverage and efficiencies,” it added.