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Deal Watch - 12/15/09
December 15th, 2009 by Shunkou Kinoshita
DLA Piper has advised full service investment bank Roth Capital Partners LLC as underwriter and sole book runner in connection to the $39.675 million stock offering on NASDAQ by QKL Stores Inc, a leading regional supermarket chain in Northeast China. Partners Rocky Lee and Steven Liu helped advise.
DLA Piper has also represented global investment organizations Morningside China TMT Fund I LP and Intel Capital Corporation, the investment arm of Intel Corporation, with regards to the Series A financing of Phoenix New Media Limited, worth US$25 million. The two companies with Bertelsmann Asia Investments AG have jointly invested US$25 million in Phoenix, which provides a wide range of information including entertainment and news through integrated communication platforms to over 100 million Internet users. Beijing-based partners Rocky Lee and Steven Liu again were involved.
Latham & Watkins has acted for Linkage Technologies International Holdings Limited, a leading provider of software solutions and IT services for the telecommunications industry in China, with its business combination with AsiaInfo Holdings Inc to form a company worth over US$1.8 billion. Linkage shareholders will receive US$60 million in cash and approximately 26.8 million AsiaInfo shares. Legacy shareholders of Nanjing-based Linkage will own approximately 35.8 percent of the combined company. The new company will be called AsiaInfo-Linkage Inc and will start up by the end of the first quarter or early in the second quarter of 2010. The advising team was led by Hong Kong corporate partner David Zhang.
Minter Ellison (Australia), Charltons (Hong Kong), Fuijian Zenith (PRC) and Yorac Arroyo (the Philippines) are representing Zijin Mining Group Company Limited, China’s largest gold producer and third largest copper producer , on its off-market cash bid for Indophil Resources NL, Australian publicly-listed company and minority shareholder in the Tampakan copper-gold project in the southern Philippines. The offer of A$1.28 per share values Indophil at A$545 million. The Minter Ellison is being led by Melbourne-based corporate partner Marcus Best. Baker & McKenzie and Freehills are advising Indophil.
Orrick, Herrington & Sutcliffe LLP has assisted China Forestry Holdings Co Ltd in relation to its HK$1.55 billion IPO on the HKSE, with a Rule 144A/Reg S placement to global investors. China Forestry is one of the three largest, privately-held, naturally regenerated and plantation forest operators in China in terms of coverage area of owned forest rights, and has been invested in by the Carlyle Group and private equity firm Partners Group. Partners Edwin Luk and Mark Lee advised on the transaction.
Paul, Hastings, Janofsky & Walker LLP has represented Prax Capital Management Co, an independent private equity firm focused on managing China-focused investments, with the first successful formation and closing of an RMB-denominated China real estate investment fund. The firm’s team was led by partners Alex Wang and David Blumenfeld, chair of the firm’s real estate practice in Shanghai.
Shearman & Sterling LLP has acted for Xi’an Aircraft Industry (Group) Company Ltd in connection to its purchase of a 91.25 percent stake in FACC AG from Salinen Austria AG and ACC Kooperationen und Beteiligungen GmbH, through Future International Aviation Investment Co Limited, a special purpose vehicle established by XAIC in Hong Kong. XAIC will make an additional capital contribution to FACC after the purchase is completed to increase the total equity of FACC from EUR 40 million to EUR 80 million. This will be the largest business M&A by a Chinese company in central Europe, and the acquisition and capital increase to be the largest investment by a Chinese company in Austria. The firm’s team which included partner Lee Edwards of the Beijing office was led by Beijing-based partner Ling Huang.
Jiayuan and Clifford Chance are advising Longyuan Power Group, Asia’s largest wind power generator, in relation to its US$2.2 billion IPO on the HKSE. The IPO is the world’s third largest offering by a renewable energy company and is especially popular as investors try to tap into the Chinese renewable energy sector. Underwriter Morgan Stanley is being advised by Freshfields and Jingtian & Gongcheng.
Allen & Gledhill LLP has assisted MacarthurCook Industrial REIT and its manager MacarthurCook Investment Managers with a recent recapitalization and refinancing exercise for MI-REIT due to a placement of 78.6 million new units of MI-REIT to AMP Capital Holdings Limited, raising S$22 million, a placement of 142.9 million new units to certain cornerstone investors, including the AIMS Financial Group (the current sponsor of MI-REIT), raising gross proceeds of S$40 million, a fully-underwritten rights issue of 975.6 million new units, which will raise gross proceeds of S$155.1 million, and the acquisition by MI-REIT of four industrial assets in Singapore from AMP Capital Business Space REIT, for a total cost of S$68.6 million. The deals are meant to place AMP Capital as a joint sponsor of MI-REIT alongside the AIMS Financial Group. Advising MacarthurCook and MI-REIT in relation to its recapitalisation and refinancing exercise are partners Jerry Koh, Foong Yuen Ping and Chua Bor Jern. Advising MI-REIT on the acquisition of four industrial properties located in Singapore and on its property-related issues is partner Chew Mei Choo. Other partners who advised MacarthurCook on various specialist legal issues include Prawiro Widjaja, Christopher Ong, Andrew Yeo, Edwin Tong, Andy Yeo, William Ong, Christine Chan and Jean Wan.
Allen & Gledhill LLP has also represented MI-REIT with regards to its signing of a term loan facility with Standard Chartered Bank, Commonwealth Bank of Australia and National Australia Bank Limited, as the original lenders and arrangers, valued at S$175 million. The proceeds from the 3-year facility will help refinance existing loans and to finance its general corporate funding purposes. MI-REIT also signed a S$40 million bridge facility with Standard Chartered Bank, as original lender and arranger, to use to finance the acquisition of an industrial building located in the International Business Park in Singapore. Partner Julie Sim led the advising team.
Allen & Gledhill LLP has acted as Singapore counsel to YTL Pacific Star REIT Management Limited, which manages Starhill Global Real Estate Investment Trust., with the agreement between Starhill Global REIT and Starhill Real Estate Investment Trust for the Starhill Global REIT to purchase Starhill REIT’s share in Starhill Gallery and Lot 10 Shopping Centre on Bukit Bintang, Kuala Lumpur’s main shopping street. The deal is valued at approximately S$423.3 million and was done through an asset back securitization structure. This is the first time a transaction has involved the transfer of properties from a Malaysia REIT to a Singapore REIT. The firm’s team was led by partners Jerry Koh and Chua Bor Jern.
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