China/Hong Kong


Davis Polk & Wardwell Hong Kong partners James Lin, Eugene Gregor, and Antony Dapiran have advised China’s largest offshore oil and gas producer China National Offshore Oil Corp. Ltd. on a $4 billion bond offering on the Hong Kong Stock Exchange. The bonds are offered in four tranches, with part of the proceeds being used to repay debt. The debt includes a bridge loan for its $15.1 billion acquisition of Canadian oil sands operator Nexen Inc., a deal that closed in February and also advised by Davis Polk. Linklaters Hong Kong partner David Ludwig and Beijing’s Commerce & Finance Law Offices represented underwriters Bank of China Ltd., BOCI Asia Ltd., Citigroup Global Markets Inc., Credit Suisse Securities (USA), Goldman Sachs (Asia), J.P. Morgan Securities, Merrill Lynch, UBS AG, and Société Générale. [Read full story]
 
Allen & Overy is advising Sinopec Engineering (Group) Co. on an upcoming Hong Kong initial public offering that aims to raise as much as $2.7 billion. Beijing-based Sinopec Engineering, a unit of state-owned oil giant China Petrochemical Corp., also known as Sinopec Group, constructs refineries and provides oilfield services. The issuer began taking orders from investors Monday and plans to list later this month. If completed, the IPO will be the biggest in Hong Kong so far this year. Hong Kong partner Vivian Yiu is leading Allen & Overy’s team advising Sinopec Engineering. Kirkland & Ellis Hong Kong partners Dominic Tsun, David Zhang, Li-Chien Wong, and Fan Zhang are acting for the underwriters, which include Citic Securities International, JP Morgan Chase & Co., and UBS A.G. [Read full story]
 
Freshfields Bruckhaus Deringer Hong Kong partner Andrew Heathcote advised Hutchison Whampoa Ltd. on its $2.3 billion euro-denominated perpetual bond issue. Perpetual bonds pay a regular yield but have no maturity date. Hong Kong firm Woo, Kwan, Lee & Lo also acted for Whampoa on Hong Kong law, while Maples and Calder Hong Kong partner Stacey Overholt advised on Cayman Islands law. Counsel for joint lead managers Bank of America Merrill Lynch, Goldman Sachs (Asia), and The Hongkong and Shanghai Banking Corp. Ltd. was not known as press time.

Four New York firms have the lead roles on a proposed $890 million deal to take private U.S.–listed Chinese telecommunications software company AsiaInfo-Linkage Inc. The deal would see the company, which had its Nasdaq initial public offering in 2000, delisted and sold for $12 a share to a consortium led by the private equity arm of China’s CITIC Capital Holdings Ltd. and AsiaInfo cofounder Edward Tian. Davis Polk & Wardwell Hong Kong partner Mark Lehmkuhler is acting as U.S. counsel to CITIC Capital Partners. Skadden, Arps, Slate, Meagher & Flom Beijing partner Peter Huang is advising Edward Tian and his media and communications-focused private equity company China Broadband Capital Partners II. Shearman & Sterling Hong Kong partner Paul Strecker and Beijing partner Lee Edwards represented special committee of the board of directors of AsiaInfo-Linkage. Fried, Frank, Harris, Shriver & Jacobson Hong Kong partner Douglas Freeman and New York partner Philip Richter are acting for Goldman Sachs (Asia), which was financial adviser to the special committee. [Read full story]
 
Sullivan & Cromwell Hong Kong partner Kay Ian Ng and Beijing partner Garth Bray acted for Chinese food and beverage company Want Want China Holdings Ltd. on its $600 million bond issue. The company plans to use the money to refinance existing debt and for general corporate purposes. Maples and Calder Hong Kong partner Greg Knowles advised Want Want on British Virgin Islands and Cayman Islands law. Kirkland & Ellis Hong Kong partners John Otoshi, Benjamin Su, and Dominic Tsun represented joint lead managers Bank of America Merrill Lynch and J.P. Morgan Securities Plc.

White & Case Hong Kong partner Anna-Marie Slot and Beijing partner David Li represented Zhejiang province-based property developer Greentown China Holdings Ltd. on its $406.5 million senior note issue, the money from which will be used to refinance existing debt and for capital expenditures. The company was also advised by T&C Law Firm on Chinese law and Maples and Calder Hong Kong partner John Trehey on Cayman Islands and British Virgin Islands law. Davis Polk & Wardwell Hong Kong partner William Barron represented initial purchasers BOCI Asia Ltd., Deutsche Bank AG, The Hongkong and Shanghai Banking Corp. Ltd., Industrial and Commercial Bank of China (Asia) Ltd., and Standard Chartered Bank (Hong Kong) Ltd.*  Jingtian & Gongcheng acted as Chinese legal counsel to the banks.
 
Davis Polk & Wardwell Hong Kong partner Miranda So and Beijing partner Howard Zhang are acting for Chinese search giant Baidu Inc. on its proposed $370 million purchase of Shanghai-based PPS, a leading online video service in China. The deal is expected to close in the second quarter, at which point PPS will be merged with Baidu’s own video platform iQiyi. Hankun Law Offices is advising Baidu on Chinese law. Cadwalader, Wickersham & Taft Hong Kong-based Asia managing partner Rocky Lee is representing PPS. Conyers Dill & Pearman is acting for PPS on Cayman Islands law, while Commerce & Finance Law Offices is advising on Chinese law.
 
Davis Polk & Wardwell Hong Kong partner James Lin advised Taiwan-based flat-panel display maker AU Optronics Corp. for a $350.8 million follow-on offering of shares on the New York Stock Exchange. The company said it would use the funds to purchase raw materials and components from overseas. Russin & Vecchi advised AU Optronics on Taiwanese law. Simpson Thacher & Bartlett Hong Kong partners Chris Lin and Asher Hsu acted for joint bookrunners Citigroup Global Markets Ltd. and UBS AG. Lee and Li represented the banks on matters of Taiwan law.
 
Freshfields Bruckhaus & Deringer Hong Kong partners Charles Ching and Edward Freeman is advising a subsidiary of state-owned conglomerate Greenland Holding Group Co. Ltd. on its proposed $368.5 million investment in Shanghai-based property developer SPG Land (Holdings) Ltd. The deal will give Greenland 60 percent control of the enlarged share capital of SPG, which is being represented by Kirkland & Ellis Hong Kong partner David Yun. In addition to its real estate business, Greenland also operates in the energy and finance sectors.
 
 
Hogan Lovells Hong Kong partner Terence Lau has advised Chinese property developer Top Spring International Holdings Ltd. on its disposal of interests in Top Spring Taihu Bay to Jian Hong Holdings Ltd. for US$88.3 million. The disposal includes Top Spring Taihu Bay’s entire equity interest in Changzhou Taihu Bay, which manages the commercial real estate properties at a Taihu Bay resort in Jiangsu province. K&L Gates acted for Jian Hong Holdings.
 


Singapore
 

Shook Lin & Bok advised the issuer on three recent bond-related matters. Partner Marilyn See acted for food and beverage company Auric Pacific Group Ltd. on the establishment of a $400.8 million multicurrency medium-term note program. Allen & Gledhill partners Margaret Chin, Magdalene Leong, Daselin Ang, and Sunit Chhanbra advised The HongKong and Shanghai Banking Corp. Ltd. as arranger of the program.
 
See also advised property developer Oxley Holdings Ltd. on the establishment of its $240.5 million multicurrency medium-term note program. Allen & Gledhill partner Margaret Chin advised United Overseas Bank Ltd. as arranger of the program.
 
Shook Lin’s See also took the lead role as adviser to property and hospitality company Roxy-Pacific Holdings Ltd. on the establishment of a multicurrency medium-term note program worth $160.4 million. Allen & Gledhill’s Margaret Chin represented United Overseas Bank Ltd. as arranger on this program as well.
 

 


Australia
 

Minter Ellison Melbourne partners John Steven and Bart Oude-Vrielink and Sydney partners Stuart Johnson and Daniel Scotti are acting for real estate company Mirvac Group on its $395.5 million private placement to institutional investors, the proceeds from which will be used to fund Mirvac’s purchase of office properties from GE Real Estate Investments Australia. Herbert Smith Freehills Sydney partner Philippa Stone is advising Macquarie Capital (Australia) Ltd. as sole bookrunner, lead managers, and underwriter for the share sale.
 
 
King & Wood Mallesons Melbourne partner Ian Paterson and Sydney partners Brian Murphy and Evie Bruce advised Macquarie Group Ltd. on its $395.5 million issue of hybrid bonds. Macquarie is selling the notes, which pay a semiannual distribution and later convert into shares, to institutional investors via the Australian Securities Exchange. The money raised will be used to boost the bank’s capital reserves and for general corporate funding purposes. Herbert Smith Freehills Sydney partner Phillipa Stone is acting for joint lead managers ANZ Securities Ltd., Citigroup Global Markets Australia Pty Ltd., Commonwealth Bank of Australia, Evans and Partners Pty Ltd., J.P. Morgan Australia Ltd., National Australia Bank Limited, and RBS Morgans Ltd.
 
Hall & Wilcox Melbourne partners John Hutchinson and Tony Macafee is advising child care center properties owner Arena Real Estate Investment Trust on its expected $74 million initial public offering. Arena REIT owns 172 child care centers in Australia, as well as five yet to be developed sites. The trust plans to use the money to reduce debt and boost its liquidity position. Herbert Smith Freehills is acting for Morgan Stanley and National Australia Bank as joint lead managers and underwriters on the IPO. 

 


India
 

Amarchand & Mangaldas & Suresh A. Shroff & Co. Mumbai managing partner Cyril Schroff and Mumbai partners Leena Chacko and Amita Choudary Katragadda represented Mumbai-based health care company Piramal Enterprises Ltd. on its $292.2 million purchase of a 10 percent equity stake in Shriram Transport Finance Co. Ltd. from TPG Capital. Sriram Transport specializes in financing for commercial vehicles. AZB & Partners Mumbai partner Shuva Mandal advised TPG on the deal.
 
 
Indus Law advised Indian cable TV provider DEN Networks Ltd. on its $49.5 million placement of 12.5 million equity shares with institutional investors. Jones Day acted as international legal counsel to lead managers Deutsche Equities India Private Ltd., IDFC Capital Ltd., and Elara Capital (India) Private Ltd. Amarchand & Mangaldas & Suresh A. Shroff Co. New Delhi partner Prashant Gupta advised the banks on local law.
 


Japan
 

Morgan, Lewis & Bockius New York partners Steven Navarro and Judith Walkoff, along with Princeton, New Jersey, partner Randall Sunberg, is representing Japan’s Takeda Pharmaceutical Co. Ltd. on its proposed $250 million acquisition of Inviragen Inc., a privately held biopharmaceutical company that specializes in vaccine research and development. Takeda is paying $35 million up front for Inviragen, and has offered conditional payments of up to $215 million linked to progress of clinical development and achievement of key commercial milestones by Inviragen. Wilson Sonsini Goodrich & Rosati Palo Alto partner Kenneth Clark, San Francisco partner Robert Ishii, and San Diego partner Miranda Biven are advising the Fort Collins, Colorado-based Inviragen. Rajah & Tann Singapore partners Chia Kim Huat, Danny Lim, and Bernia Tan are acting for Inviragen on matters related to the company’s facilities in the city-state.
 
Email: tbrennan@alm.com .

*Correction, 5/20/13: A previous version of this story misstated the Davis Polk & Wardwell Hong Kong partner advising on Greentown China Holdings Ltd.’s senior note issue. It was William Barron, not John Paton. We regret the error.