* $4.4 bln delisting set to be HK’s biggest buyout to date

* Several shareholders predict an approval is likely

* Proxy advisers ISS and Glass Lewis also recommend the deal

* Shares seen plunging if deal doesn’t gain shareholder backing

By Clare Jim and Saikat Chatterjee

HONG KONG, Aug 11 (Reuters) - Chinese tycoon Wang Jianlin appears likely to win backing on Monday for a $4.4 billion Hong Kong delisting of Dalian Wanda Commercial Properties, several shareholders said - part of a grand scheme to reap higher valuations by going public on the mainland.

The HK$52.80 per share offer by China’s richest man for shares in the flagship firm of his Wanda empire represents only a 10 percent premium to pricing for its IPO that took place less than two years ago, and some analysts were initially sceptical that it would be enough.

But it is 30 percent above the stock’s trading price prior to news of the buyout. Also helping bring many investors on side was Wang’s decision to term the offer as final, as well as slower profit growth for Wanda Commercial and bleaker prospects for the Chinese property sector, shareholders said.

Influential proxy advisors ISS and Glass Lewis have voiced their support. Glass Lewis called the offer price “fair and reasonable to independent shareholders.”

“Most of the comments so far have been positive. There’s no reason for other investors to act differently and pull the rug out from everyone else,” said an official at Kuwait Investment Authority, a major shareholder owning 7.4 percent of the company.

“There will be a lot of opportunities to cooperate with Wanda in the future as it is expected to do well in the next 10 years, so why jeopardise the relationship?” he added, declining to be identified as he was not authorised to speak to the media.

After the deal, set to be Hong Kong’s biggest buyout to date, Wang aims to relist on the mainland within two years. That will allow him to tap a huge pool of enthusiastic investors in mainland China, where valuations for commercial property firms are generally three times greater than those in Hong Kong.

Higher valuations could allow Wanda Commercial to reduce potential funding costs, either through new share issues or if it were to acquire firms through share swaps. The buyout could spur other Chinese firms to abandon the Hong Kong bourse, tarnishing its image as a major financial centre.

STARS ALIGN FOR WANG

Wanda Commercial, which has a market value of some $30 billion, has a 14 percent free float. Three quarters of independent shareholders need to agree to the proposal for it to pass and it can be blocked if 10 percent do not agree.

China Life Insurance, which also owns 7.4 percent, and Timing Investment, another cornerstone investor with 2.5 percent, have said they plan to approve.

Some other shareholders collectively owning 4 percent plan to vote in favour, their representatives told Reuters. They too declined to be identified as they were not authorised to speak to the media.

Wanda Group declined to comment for this article. Two of biggest investors in Wanda Commercial, BlackRock and Vanguard which together own around 7 percent, also declined to comment.

On Thursday, Wanda Commercial’s shares were trading at HK$50.80, underscoring expectations for an approval at the shareholders meeting in Beijing are quite high.

If Wang were to fail to garner sufficient votes, some investors and analysts predict Wanda Commercial’s stock would promptly slide back to pre-buyout offer levels given that foreign investors have mostly gone cold on a troubled Chinese property sector.

For while there have been some signs of recovery in the real estate market, the soaring cost of land is squeezing margins for developers, and in smaller cities where Wanda has been focusing its projects, sales are still declining as supply outstrips demand.

“If shareholders don’t vote for the deal, the stock will drop by 20-30 percent and in light of the headwinds facing the property market and the slowing economy, the offer is not a bad one for investors to take,” said Crispin Francis, an analyst at research platform smartkarma.com.