Deal Watch - 11/10/09

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Posted on November 11, 2009 at 12:11 AM


Clifford Chance has represented Affinity Equity Partners in one of the private equity buyouts completed in China, its acquisition of a 94.2 percent stake in Beijing Leader & Harvest Electric Technologies Co Ltd, valued at US$200 million.  The stake was acquired through Beijing Leader & Harvest Electric Technologies Co Ltd’s offshore holding company.  The advisory team was led by Beijing-based partner Terence Foo.

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Clifford Chance also assisted Orchard Capital Partners Limited, the Asian management of alternative investment fund Stark Investments, on its purchase of the firm’s Hong Kong and Singapore operations.  This was the first major management buyout of the Asian operations of a major alternative investment fund.  Andrew Whan, head of the firm’s Asian private equity practice, along with James Walker, head of Asian funds, advised on purchase.

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DLA Piper has advised on two IPOs listed on the main board of the Hong Kong Stock Exchange:

· The firm was the Hong Kong and US counsel to Peak Sports Products Co Ltd, a Chinese sportswear company, in regards to its IPO on the HKSE worth HK$1.7 billion. Credit Suisse (Hong Kong) Ltd and CCB International Capital Ltd were the joint sponsors.  Esther Leung, head of capital markets in Hong Kong, and Stephen Peepels, head of US capital markets for Asia) led the team.

· The firm also assisted Macquarie Capital Securities Ltd and China Merchants Securities (HK) Co Ltd as joint sponsors of the IPO by Shenguan Holdings, a Chinese producer of edible sausage casings, valued at HK$1.24 billion.  Partners Jeffrey Mak and Stephen Peepels were the main advisers.

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Dorsey & Whitney has acted as HK counsel to Sino Gold Mining Limited with its merger with Eldorado Gold Corporation.  The merger will create a gold producer with combined market capitalization of approximately US$5.9 billion.  Partner David Richardson led the firm’s team in advising of the merger, while Allens Arthur Robinson assisted Sino Gold on Australian law. Freehills and Linklaters represented Eldorado on Australian and Hong Kong law, respectively.

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JSM has advised luxury menswear retailer and distributor Trinity Limited in regards to its recent listing, valued at HK$746 million, on the HKSE. Citigroup Global Markets Asia Limited and JP Morgan Securities (Asia Pacific) Limited were the joint global coordinators, bookrunners and lead managers. Citigroup Global Markets Asia Limited and JP Morgan Securities (Asia Pacific) Limited along with and N M Rothschild & Sons (Hong Kong) Limited are the joint sponsors.  Corporate finance partners Patrick Wong and Derek Tsang and IP/IT partner Rosita Li headed the firm’s team.

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Latham & Watkins has aided leading Chinese media company SearchMedia International Limited in relation to its acquisition by Ideation Acquisition Corp.  As part of the deal, Ideation redomiciled from Delaware to the Cayman Islands, and has changed its name to SearchMedia Holdings Limited. Hong Kong corporate partner David Zhang and Los Angeles partner Rob O’Shea advised.

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Milbank, Tweed, Hadley & McCloy LLP advised Lumena Resources Corp in regards to its US$250 million Rule 144A high yield bond.  This is the first time a transaction of this kind has been made by a debut issuer in the Asian non-investment grade market in more than two years. BOC International, Credit Suisse and Deutsche Bank were bookrunners on the offering. Partners Anthony Root and Joshua M. Zimmerman led the advising team. Li & Partners, Grandall, and Appleby also helped advise Lumena as Hong Kong counsel, PRC counsel, and Cayman/BVI counsel, respectively. Shearman & Sterling and Jun He were US and PRC counsel to the underwriters, respectively.

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O’Melveny & Myers has acted for Credit Suisse Securities (USA) LLC and UBS AG as joint bookrunners, and BofA Merrill Lynch as co-manager, with the China Real Estate Information Corporation’s IPO of American Depositary Shares which raised US$248.4 million.  An unusual aspect of the transaction was that it included a carve-out listing of the subsidiary of an already US-listed parent.  CRIC also acquired SINA Corporation, China’s leading internet portal, online real estate business. Beijing partner David Roberts was the main adviser and was supported by Shanghai partner Kurt Berney.

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Orrick, Herrington & Sutcliffe LLP represented Comtec Solar Systems Group Limited, a China-based manufacturer of high-quality monocrystalline solar ingots and wafers, in regards to its IPO of 250 million shares on the Main Board of the HKSE worth US$67 million.  The firm’s team was led by partners Edwin Luk and David Cho.

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Paul, Hastings, Janofsky & Walker has represented Morgan Stanley as sole bookrunner in the Hong Kong IPO and global offering of Yuzhou Properties Company Limited, valued at HK$1.62 billion.  The listing consisted of a Hong Kong public offer and an international offering, including a placement under Reg S/Rule 144A. Capital markets partners Raymond Li and Sammy Li led the firm’s team, while the US capital markets team was led by Neil Torpey, chair of the firm’s Hong Kong office.

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Kim & Chang has acted for the lenders, comprising eight financial institutes, and Korea Development Bank, as the arranger, in relation to a KRW 193.2 billion 12-year project financing arrangement with Hyundai Steel's Dangjin industrial gas facility construction project.  This transaction is the first of its kind to provide for the construction of industrial plants. Partner Young Kyun Cho was the main adviser.

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Kim & Chang also acted for Credit Suisse Asset Management International Holding Ltd with its divestiture of its 30 percent stake in Woori Asset Management Co Ltd, the asset management arm of Woori Financial Group. Young-Man Huh and Kevin Todd led the advising team.

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Kim & Chang has also represented Standard Chartered First Bank Korea Limited in relation to its approximately KRW 30 billion subscription of redeemable convertible preferred stock of Eugene Corporation. Partner Myoung-Jae Chung advised.

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Baker & McKenzie.Wong & Leow has assisted Deutsche Bank AG, Singapore Branch in regards of its proposed S$5.6 billion acquisition of Chartered Semiconductor Manufacturing Ltd by ATIC International Investment Company LLC through a scheme of arrangement under Singapore’s Companies Act. Deutsche Bank AG, Singapore Branch was appointed the independent financial adviser to advise the independent directors of Chartered Semiconductor Manufacturing Ltd in making a recommendation to shareholders in regards of the scheme and also with ATIC’s offer to acquire all the convertible redeemable preference shares in the capital of Chartered . Ai Ai Wong and Tse-Ling Chua led the transaction.

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Clifford Chance has represented the bookrunning mandated lead arrangers in connection with Noble Group’s syndicated term and revolving credit facilities, valued at US$2.4 billion.  The lead arrangers were composed of Agricultural Bank of China Limited, Singapore Branch; The Bank of Tokyo-Mitsubishi UFJ Ltd; China Development Bank Corporation, Hong Kong Branch; Commerzbank AG; DBS Bank Ltd; HSBC; ING Bank NV; JP Morgan; The Royal Bank of Scotland plc; Société Générale Corporate & Investment Banking; and Standard Chartered Bank (Hong Kong) Limited.  This transaction is the largest completed US dollar syndicated corporate loan in the Asia-Pacific region for this year thus far. Partner Andrew Hutchins advised.

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Clifford Chance assisted Noble Group Limited on the company’s first investment grade issuance, its issue of bonds with a total value of US$850 million.  All three major ratings agencies gave the bonds a BBB- rating (or the equivalent Baa3). Partners Connie Heng and Alex Lloyd led the advising team.

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Lovells acted as lead counsel to ABN AMRO, ING and BNP Paribas as senior lenders on their disposal of interest in Sincere Watch Limited and S$113 million equity participation in the purchasing consortium.  Partner Neil McDonald headed the transaction.

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Lovells was sole transaction counsel to International Finance Corporation, a member of the World Bank Group, in connection to its first Sukuk.  The Subuk will be listed on both the Nasdaq Dubai and Bahrain stock exchanges.  Given the credibility and credentials of IFC, this momentous transaction is expected to help grow the rising Sukuk market. HSBC Amanah, Dubai Islamic Bank, Kuwait Finance House Bahrain, and Liquidity Management House were the joint lead managers. Rahail Ali, global head of Islamic finance, led the firm’s team.

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As Abu Dhabi prepares for the largest public private partnership project to ever be done in the UAE, a group of UK law firms have been consulted. Allen & Overy is assisting the Abu Dhabi Department of Transport with its plans to build an estimated $2.65 billion motorway from Abu Dhabi to Saudi Arabia.  Five bidders have been shortlisted for the road: Mafraq Motorway Group (MMG), led by Strabag; ANITE, led by Italy's Autostrade; a Bouygues-led consortium; the CCCC-MTD, led by China Communications Construction Company; and the IRTIBAAT consortium, led by Australia's Macquarie Capital Group and also including Abu Dhabi Commercial Bank.  White & Case is representing MMG with Freshfields Bruckhaus Deringer representing its funders. DLA Piper is advising IRTIBAAT, while Simmons & Simmons is advising the ANITE consortium.  Local firm Zaid Ibrahim & Co is advising CCCC-MTD.  The Bouygues consortium is using its in-house team, with Herbert Smith assisting the funders.

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DLA Piper has represented joint global underwriters, CLSA India Limited and JM Financial Consultants Private Limited, with HCL Infosystems Limited’s, one of India’s premier hardware, services and ICT system Integration companies, qualified institutional placement worth US$102 million. Partner Stephen Peepels led the transaction.

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Latham & Watkins has aided India’s largest non-ferrous metals and mining company Sterlite Industries (India) Limited in relation to its US$500 million offering of convertible senior notes with are convertible into Sterlite's ADSs listed on the NYSE. Singapore-based partners Rajiv Gupta and Michael Sturrock and New York partner Wiltold Balaban led the firm’s team.

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Latham & Watkins has acted for Sesa Goa Sesa Goa Limited, India's largest private sector exporter of iron ore, in relation to its Singapore Stock Exchange listed offering of foreign currency convertible bonds, valued at US$500 million.  The team was led by partners Rajiv Gupta, Michael Sturrock, London partner Christopher McFadzean and were supported by Singapore partner Sin Chei Liang.

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Milbank, Tweed, Hadley & McCloy LLP as assisted Citigroup, Credit Suisse and JP Morgan in their position as underwriters to now closed India’s Tata Motors Limited’s S$750 million offering of global depositary shares and convertible notes.  The proceeds of the offering will be used to help pay for Tata Motor’s acquirement of Jaguar and Land Rover from Ford Motor Co in 2008. Partners Naomi Ishikawa in Singapore and Tom Siebens in London were the main advisers.  The issuer was represented by Sullivan & Cromwell and AZB & Partners, and Amarchand & Mangaldas & Suresh A. Shroff & Co was Indian counsel to the underwriters.


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