One of the first U.S. firms to establish an office in Asia, Cleary Gottlieb has had an active presence in Asia for over 30 years, beginning with the opening of our Hong Kong office in 1980. We have strengthened our commitment to the region over the years and now have approximately 50 lawyers involved in groundbreaking M&A, private equity, capital markets, restructuring and sovereign debt matters. Our partners have been distinguished as leaders in capital markets, corporate/M&A and private equity for China/Hong Kong by the Chambers Asia and Global guides.
Centered in our Hong Kong and Beijing offices, the China practice group is currently led by four partners and a Beijing Office Director, and includes one counsel and one senior attorney. Our China practice professionals consist of U.S.-qualified, Hong Kong-qualified and English-qualified attorneys, and most of them are native Mandarin speakers.
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Experience
Recent highlights in China include acting as:
- U.S., French and English counsel to UC RUSAL, in its $2.2 billion Reg S/Rule 144A Hong Kong-listed IPO and simultaneous listing on the professional compartment of Euronext Paris. RUSAL is the first Russian company to list in Hong Kong.
- Counsel to Vale, the world's largest iron ore miner, in connection with its listing of Hong Kong depositary receipts on the Hong Kong Stock Exchange.
Sep 02, 2011
Cleary Gottlieb represented Bank of America in its sale of approximately 13.1 billion H shares of China Construction Bank for an aggregate sale price of approximately $8.3 billion. The transaction was signed on August 29, 2011 and closed on September 2, 2011.
Cleary Gottlieb previously represented Bank of America in its 2005 acquisition of an approximately 8.5% interest in CCB, which was the single largest foreign investment ever in a Chinese company, in its 2008 exercise of an option to acquire an additional approximately 10.9% interest in CCB and its subsequent sales of CCB’s shares and share rights in 2009 and 2010, respectively.
Sep 21, 2011
Cleary Gottlieb is representing China’s Sichuan Hongda Group in connection with its joint venture with Tanzania’s National Development Corporation to implement an integrated coal mine and power plant project and an integrated iron ore mine and steel mill project in Tanzania. The two projects, representing a total investment of up to US$3 billion, represent the single largest investment venture in East Africa.
Sichuan Hongda Group will hold an 80% interest in the joint venture company, and National Development Corporation, the statutory corporation established to implement projects on behalf of the Government of the United Republic of Tanzania, will hold 20%. The joint venture agreement and other transaction documents were signed on September 21, 2011. Completion of the transaction is subject to various conditions, including approvals from the PRC and Tanzanian governments.
Jun 01, 2007
Cleary Gottlieb represented the underwriters in a $486 million SEC-registered initial public offering of LDK Solar Co., Ltd. Morgan Stanley and UBS Investment Bank acted as book-running manager for the offering, and Piper Jaffray, CIBC World Markets and CLSA Asia-Pacific Markets were co-managers. The ADRs began trading on the NYSE on June 1.
LDK is a leading manufacturer of multicrystalline solar wafers, the principal raw materials used to produce solar cells. LDK is based in Xinyu City, Jiangxi Province, China.
Dec 12, 2007
Cleary Gottlieb represented the underwriters, led by Citi and Merrill Lynch, in a $75 million SEC-registered initial public offering of VanceInfo Technologies Inc. The ADRs began trading on the NYSE on December 12.
VanceInfo, based in Beijing, is an information technology service provider and one of the leading offshore software development companies in China.
Dec 28, 2010
Cleary Gottlieb represented TPG in its equity investment in China International Capital Corporation, a leading domestic investment banking and securities firm in China. The transaction, which closed December 23, represents the first foreign private equity investment in a Chinese securities firm. CICC was founded in 1995 as China's first joint venture investment bank. TPG purchased its equity stake from Morgan Stanley, one of the founding CICC shareholders, in connection with the sale by Morgan Stanley of its entire 34.3% equity stake in CICC to TPG, KKR, Government of Singapore Investment Corporation Pte Ltd and The Great Eastern Life Assurance Company Limited.
Dec 30, 2004
Cleary Gottlieb represented Newbridge Capital in its purchase of shares of Shenzhen Development Bank (SDB). Newbridge acquired its interest from four entities controlled by the Shenzhen city government. Initial documentation for the transaction was signed on June 21, 2002; the definitive purchase agreement was signed on May 29, 2004; and the transaction closed today.
Newbridge’s purchase marks the first sale of the controlling interest in a Chinese bank to a foreign investor. Newbridge acquired only 18% of the bank’s shares, meaning that SDB will continue to operate as a "Chinese bank" and not under the more restrictive regulatory regimes applicable to foreign-owned and Sino-foreign joint venture banks. Given SDB’s highly dispersed shareholder base, Newbridge expects to exercise control of the bank while holding a minority share. The transaction required numerous Chinese regulatory approvals, many of them pursuant to regulations issued during the course of the deal. Newbridge’s investment will bring foreign management to a Chinese bank on an unprecedented scale — an American has already begun serving as bank president and Newbridge representatives and other foreign financial experts have taken seats on SDB’s board.
Progress on the transaction was complicated in 2003 when a rival party attempted to negotiate a separate transaction with the city of Shenzhen. Negotiations on the transaction resumed in the spring of 2004, after a halt of about eight months, when Newbridge withdrew an arbitration action against the government-controlled sellers and a tortious interference claim against the rival bidder.
SDB is one of China’s five domestically listed "joint stock banks." The bank’s headquarters are in Shenzhen, China, the special economic zone just over the border from Hong Kong.
May 11, 2010
Cleary Gottlieb represented TPG in the sale of its stake in Shenzhen Development Bank to Ping An Insurance (Group) Company of China. TPG’s investment in SDB shares in 2004 was the first sale of a de facto controlling interest in a Chinese bank to a foreign investor.
Ping An is an integrated financial services conglomerate that covers a broad range of businesses, including insurance, securities brokerage, commercial banking, trust and investment, assets management and corporate pension business. Its shares are listed on the Shanghai Stock Exchange and Hong Kong Stock Exchange
Jan 15, 2010
Cleary Gottlieb represented Precision Castparts Corp. in its acquisition from a foreign private equity fund of an indirect 49 percent equity interest in Yangzhou Chengde Steel Tube Co., a leading manufacturer of metal alloy seamless pipe for various energy applications. PCC is a diversified manufacturer of complex metal components and products, serving the aerospace, power generation, and general industrial markets.
The transaction closed on January 15 in Hong Kong. In connection with the acquisition, PCC's Gordon Wyman division also entered into various commercial arrangements with Chengde.
#1 China & Hong Kong M&A Legal Advisor by Value
mergermarket (2011)
Asia Equity Deal of the Year
(Vale’s listing of Hong Kong Depositary Receipts)
International Financial Law Review (2011)
China M&A Deal of the Year, Investment & Joint-Venture of the Year, Best China Deal of the Year
(Chinalco's $14 billion stake acquisition in Rio Tinto)
Asian Legal Business (2009), Asian-Counsel (2009), FinanceAsia (2008)
Best Secondary Offering of the Year
(Bank of America’s $2.85 billion block trade of China Construction Bank shares)
FinanceAsia (2009)
China M&A Deal of the Year and China Deal of the Year
(Bank of America’s investment in China Construction Bank)
Asian Legal Business (2006)
Asian M&A Deal of the Year and Asian Pacific Loan of the Year
(Texas Pacific Group and Newbridge Capital's investment in Lenovo)
International Financial Law Review, International Financing Review (2006)
“Hong Kong and Beijing are the centers of influence for this US firm’s China practice, especially on the capital markets and corporate fronts. Interviewees recommend the firm for its ‘highly dedicated and professional lawyers with a real understanding of the local market.’”
Chambers Global (2011)
“The bulk of the M&A deal flow is inbound, although the group’s outbound activity is increasing, particularly on behalf of Chinese companies. Private equity investment is another significant source of instruction. Sources say: ‘Cleary has done a good job of localizing its knowledge base.’”
Chambers Asia (2011)
“This firm directs its Asia practice through its Hong Kong and Beijing offices. As well as a strong presence in China itself, the firm enjoys great standing in the Korean market and is also strong in Taiwan, most notably in distressed acquisitions within the technology sector. The firm is particularly popular with US private equity players.”
Chambers Global (2010)
“Cleary is widely renowned for its first-rate global network and broad experience in international buyouts. This reputation extends to its Asia private equity practice, which is gaining momentum.”
Chambers Asia (2010)
“Noted for its ‘impressive global M&A capacity’ and excellent financing abilities, this US firm is a long-term player in Hong Kong and has further extended its capacity via its Beijing office.”
Chambers Asia (2009)
“‘Responsive and to the point.’”
Chambers Asia (2008)
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