Deal Watch- 8/8/10


Posted on August 8, 2010 at 9:08 PM

King & Wood is helping China Everbright Bank prepare for its US$3bn IPO, after advising Agricultural Bank of China on its huge US$19.2bn IPO. Everbright recently received approval from the China Securities Regulatory Commission to raise approximately US$3bn on the Shanghai Stock Exchange. The bank also plans to launch an IPO in Hong Kong (depending on market conditions) after its A-share listing.

Ashurst is advising Religare Capital Markets Limited (RCML), the investment banking and institutional securities arm of global financial services group Religare Enterprises Limited, in respect of its acquisition of Central Joint Enterprises Limited (CJE). CJE, which trades as Aviate Global (Asia), is a Hong Kong-headquartered Asia equities trading franchise. Conditional upon regulatory clearances in Hong Kong and Singapore, the acquisition represents a key part of RCML’s strategy to develop a full service equities and investment banking business in the region.

Baker & McKenzie has acted as Hong Kong law counsel to Bank of Communications Co Ltd (BoCom) in respect of its rights issue in Hong Kong. The Shanghai headquartered BoCom is the fifth largest commercial bank in the PRC based on total assets and is the sole global commercial bank partner of the Shanghai Expo 2010. BoCom raised approximately RMB32.8 billion (US$4.87m) from its issue in both Hong Kong and Shanghai, with net proceeds intended to be used to strengthen its capital base. The firm’s team was led by Shanghai-based partner Anthony Jacobsen and Hong Kong-based partners CY Leung and Brian Spires

Clifford Chance has advised the lenders – which include Asian Development Bank, Kasikornbank pcl, Siam Commercial Bank pcl and Bangkok Bank pcl – in respect of the financing of a 74MW solar power plant located in the Lopburi province in Thailand.

Gide Loyrette Nouel has advised PSA Peugeot Citroën in respect of a joint venture with China Changan Automobile Group (Changan), one of China’s largest auto manufacturers. The equally owned JV has an initial investment of RMB8.4 billion (US$1.24b) and will develop a range of light commercial vehicles and passenger cars. It will also introduce the Citroën DS line in China, which consists of three vehicles positioned in the small, medium and large car segments. The contract also allows for the JV to market, at a later date, further vehicles under the partners’ other brands, Peugeot and Changan.

Jones Day is advising Beiqi Foton Motor Co (Foton), China's largest commercial-vehicle manufacturer, in respect of its joint venture deal with Daimler AG (Daimler) and Daimler's regional headquarters, Daimler North East Asia Ltd (DNEA). After eight years of negotiation, Foton, Daimler and DNEA signed the joint venture contract in the presence of Chinese Premier Wen Jiabao and German Chancellor Angela Merkel in Beijing on 16 July 2010.

Llinks Law Offices has acted as PRC counsel to Red Star Macalline, the largest furniture chain owner and operator in China, in respect of its completion in June 2010 of a private equity investment valued at RMB2.6 billion (US$383m). Investors included first tier local and international investors such as Warburg Pinkus, CITIC Private Equity Fund, Fosun Group and Bohai Equity Fund. 

Mayer Brown JSM has advised The Hongkong and Shanghai Banking Corporation Limited in respect of the term loan facilities for a group of associated companies located in Hong Kong, Italy and Luxembourg in relation to the acquisition of the majority shareholding of a leading Italian fashion brand. Allan Yu led the firm’s advisory team, whilst Tonucci & Partners and Elvinger Hoss et Prussen assisted on the Italian and Luxembourg aspects of the transaction.

Orrick, Herrington & Sutcliffe LLP has advised Parkway Life Real Estate Investment Trust (PLife REIT), Asia's largest listed healthcare REIT by asset size, in respect of its JPY3.1 billion (US$35.3m) acquisition of five nursing home properties in Japan. The transaction, which follows a similar acquisition of six Japanese nursing homes last month for JPY3.9 billion (US$44.4m), was completed on 16 July 2010.

Sidley Austin LLP’s Hong Kong office has acted as issuer’s counsel in respect of two separate IPOs recently listed on the HKSE. The IPOs were on behalf of China ITS (Holdings) Company Limited (China ITS), a transportation infrastructure technology services provider in China, and Tian Shan Development (Holding) Limited (Tian Shan), a property developer in China. The China ITS offering included a concurrent global placement pursuant to Regulation S and Rule 144A and raised approximately US$106 million. Partners Constance Choy and Jason Kuo led the team advising on HK law and US law. Partner Gloria Lam led the firm’s team in respect of the Tian Shan offering, which raised approximately US$45 million. 

WongPartnership LLP has acted for Asia Power Corporation Limited in respect of the following matters: (i) the proposed disposal of its entire 51 percent equity interest in the registered capital of its subsidiary, Heilongjiang Asiapower Xinbao Heating & Power Co Ltd, to Huadian Energy Company Limited for an aggregate consideration of RMB 204.4 million (US$30m) and the total accrued interest; and (ii) its proposed acquisition of an effective interest of 80 percent in three hydropower plants from Hongya Wo Sum Power Co Ltd, for an aggregate consideration of RMB 76.56 million (US$11.3m). Partner Vivien Yui acted on the matter. 

WongPartnership LLP has also acted for the taxpayer in respect of (i) ABB v Comptroller of Income Tax in an appeal against an assessment of gains from stock options granted to the estate of an office holder in senior management, such gains amounting to about US$8 million; and (ii) in ZF v Comptroller of Income Tax in an appeal against a tax assessment where the Comptroller has disallowed capital allowances relating to prefabricated dormitories used in the business for providing accommodation to workers, on the ground that the dormitories were not "plant". Partners Tan Kay Kheng and Leong Yew Kwong acted on the matters, respectively.

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