DEALMAKERS

Morrison & Foerster acts on Hong Kongs 3rd largest IPO

Check out the latest and biggest deals by other firms - Appleby, Herbert Smith, and Baker & McKenzie including IPOs, share buy-back arrangements, and acquisitions.
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Gregory Wang Morrison & Foerster partner Gregory Wang acted for Shanghai Fosun Pharmaceutical Group for its US$512 million Hong Kong IPO in October, which was the third largest this year. It has been a quiet year for new stock offerings this year, and the Fosun listing was the first listing since July. Morrison & Foerster now has acted for two of the three largest China-related pharmaceutical IPOs, the first being Sinopharms US$1.2 billion IPO on the Hong Kong Stock Exchange in 2009. Wang worked with Ven Tan and John Moore on this deal. UBS AG, China International Capital Corp., J.P. Morgan and Deutsche Bank AG acted as the joint global coordinators in the deal. According to Ven Tan, managing partner of Morrison & Foersters Hong Kong office, the MoFo team led by our partner Greg Wang was exemplary in every aspect and worked around the clock during the last few weeks to get this deal done. I am proud to have such capable attorneys as my colleagues. he added.
18 HONG KONG BUSINESS | JANUARY 2013

Frances Woo Frances Woo, managing partner at Appleby, has been busy acting for China Development Bank in relation to a US$1 billion facility to Alibaba Group Holdings, Chinas biggest e-commerce company, for its share buy-back arrangement with Yahoo! Inc. This is the largest ever financing for a private sector Chinese company and the largest nonLBO private financing for a technology company globally to date. China Development Bank Hong Kong branch was the only Chinese bank which provided the senior financing, alongside eight international banks which together provided a parallel senior debt facility of US$1 billion to Alibaba Group in the support of the transaction.The initial repurchase of shares was valued at approximately US$7.1 billion. Alibaba used the proceeds of the CBD facility to finance the share buy back. Yahoo! Inc.s stake in Alibaba is now down from 40% to 23%. Woo was assisted by counsel Tan Li-Lee and associate Rupen Shah.

Hilary Lau Herbert Smith partner Hilary Lau recently advised China National Offshore Oil Corporation on its entry into a Heads of Agreement with BG Group for the acquisition of the Queensland Curtis LNG project in Australia for US$1.93 billion. In the last three years, Lau has built a reputation for multi-billion dollar energy transactions. These include PTTs acquisition of a 40% stake a Canadian oil sands project for US$2.28 billion and CNOOCs US$1.467 billion investment in a Ugandan oil project. Lau was supported by Phoebe Yuen and Jie Li who worked with him to close the deal. According to Lau, in terms of the size and complexity of the deal, this deal will be CNOOC Gas & Powers largest overseas investment, in aggregate with the first transaction. It is also BGs largest transaction for the supply of long term LNG from its Queensland Curtis project in aggregate with the first transaction, he added.

Elsa Chan Baker & McKenzies head of the securities practice group Elsa Chan recently acted for Zhengzhou Coal Mining Machinery Groups HK$2.3 billion global offering. Zhengzhou Coal is the largest hydraulic roof support manufacturer in China in terms of market share based on production volume. Chan has worked on multimillion dollar Hong Kong IPOs including Dynam Japan Holdings USD200 million global offering in August. She also acted for China Corn Oil Company, SinoPharm Group, and China South City Holdings in their IPOs. Chan was assisted by special counsels Edwin Li and Ding Chengfei. According to Chan, the company already had its A Shares listed in Shanghai. The application for listing in Hong Kong of its H Shares had to be planned carefully in order to comply with disclosure requirements applicable to the company under the PRC regulations. Pricing the H Shares, given the A Shares were already trading, also required a lot of expertise.