First dual primary listing in HK of Singapore-incorporated company

Orrick, Herrington & Sutcliffe has advised Cazenove Asia Ltd as the sponsor in the listing of China XLX Fertiliser Ltd, a leading fertiliser producer in China, on the main board of the HKEx by way of introduction. The transaction represents the first time a Singaporeincorporated company has successfully listed on both the Hong Kong and Singapore Stock Exchanges. The HKEx recently recognised Singapore as an acceptable jurisdiction for a listing applicant’s place of incorporation.

China XLX, headquartered in Xinxiang, Henan Province, is one of the leading coal-based urea and compound fertilizer producers in China. Orrick’s team was led by Edwin Luk.

First European listing on the main board of HKEx

DLA Piper acted as the Hong Kong and German legal advisers to Guotai Junan Capital Ltd, as the sponsor, and Samsung Securities (Asia) Ltd, as the sole global coordinator, bookrunner and lead manager in relation to the IPO of Schramm Holding AG, a German subsidiary of Korean listed company SSCP Co Ltd. The listing is the first ever by a German joint stock company (Aktiengesellschaft) on the HKEx and the first listing of a European company on the main board of the HKSE.

The Germany-based company is a global manufacturer and supplier of technical and custom-tailored paint coatings solutions serving customers in various industries including the automotive and mobile phone industries. DLA Piper team members in Hong Kong included Mike Suen, Hyo Joon Park, Amanda Li and Douglas Lo.

Leading supplier of automobiles in China secures asset deal

Mayer Brown (which is in association with JSM in Asia) has recently advised Beijing Automotive Industry Holding Co Ltd (BAIC) on an asset deal with Saab in which BAIC acquired certain intellectual property rights, technology and equipment related to Saab’s 9-3 and 9-5 platforms. The SAAB technology and know-how will be incorporated into BAIC’s own-branded vehicles going forward. The team was led by Mark Uhrynuk, Jeckle Chiu and Julie Zhang in Asia.

Insurance company’s joint venture

Mallesons Stephen Jaques advised ING on its entry into a definitive agreement to sell its 50% stake in Pacific Antai Life Insurance Company Ltd to China Construction Bank, the second largest commercial bank in China. The transaction follows the outcome of ING’s strategic review of its insurance activities in China, namely to focus on one instead of two insurance joint ventures in China. The transaction is subject to regulatory approvals and is expected to be booked and closed in the second half of 2010. The Mallesons team was led by partner Stuart Valentine supported by Michelle Luk and Yun Hu.

Financing for China’s leading English training centre

DLA Piper advised Matrix Partners China in relation to the US$10 million (HK$77.6 million) second round financing received by Wuhan-based educational training company New Dynamic Institute (NDI). Investors included Matrix Partners and WI Harper Group. NDI is a high-end language education and training group with 33 English language training centres in China, covering cities like Wuhan, Chengdu, Shanghai and Guangzhou. The funding will be used for improvement of training programmes and for market development as demand for English language training continues to grow in China. Matrix Partners is a venture capital firm specialising in early stage and growth capital investments. Partner Rocky Lee led the deal team.

Luxury hotel management group appointed to manage hotels in China

Baker & McKenzie advised GT Land Holdings Ltd on two hotel management agreements with the Jumeirah Group, the Dubai-based luxury hospitality company and a member of Dubai Holding, in Hangzhou and Guangzhou. As part of the agreement, the Jumeirah Group has been appointed to manage a luxury hotel in the Yangtze River Delta tourism hub of Hangzhou. The 250-room, five star luxury Jumeirah Hangzhou hotel is located in the central business district of Qianjiang River New Town. The Jumeirah Group will also manage the 200-room, five-star luxury Jumeirah Guangzhou hotel, scheduled
to open in 2011, located in the centre of New Pearl City Tian He District, Guangzhou’s premier and rapidly growing commercial city centre. Baker’s team was led by real estate partner Ricky Yiu and senior associate Grace Chan.

Insurance company becomes the largest shareholder of PRC real estate developers

Latham & Watkins represented China Life Insurance Company Ltd in connection with its further acquisition of approximately 423 million shares in Hong Kong-listed Sino-Ocean Land Holdings Ltd. This acquisition is equivalent to approximately 7.51% of the developer’s issued share capital. Together with the previous subscription of 934 million new shares in Sino-Ocean Land, equivalent to approximately 16.57% of the enlarged share capital, China Life has become the single largest shareholder of Sino-Ocean Land holding 24.08% stakes of the issued share capital in Sino-Ocean Land, exceeding the second largest shareholder China Ocean Shipping (Group) Company, which holds a
16.85% equity interest of Sino-Ocean Land.