First Basel III compliant offshore RMB capital issue

Linklaters has advised ICBC (Asia) on the first offshore RMB regulatory capital issue designed to comply with Basel III guidelines. The RMB1.5 billion (HK$1.83 billion) dated subordinated bond issue is also the first Basel III regulatory capital issue originating in Asia and the first issue of subordinated debt in the rapidly expanding offshore RMB market. ICBC (Asia) is the Hong Kong banking business of ICBC, the largest commercial bank in the world in terms of market capitalisation and in the PRC in terms of total assets. This issue is being seen as a benchmark deal for the region. The issuer intends to use the proceeds as a capital contribution to its onshore whollyowned foreign bank subsidiary, taking advantage of the new Chinese government initiative which allows foreign banks to use offshore RMB to invest in their onshore operations subject to relevant government approvals. The Linklaters team was led by partner William Liu and assisted by associates Liping Heng and Hanwen Yu.

Luxury fashion group joint venture

Gide Loyrette Nouel (GLN) has advised French luxury group Balmain SA and Balmain Asia Ltd on the establishment of two joint ventures with Stella International Holdings Ltd for the distribution and sale of ‘PIERRE BALMAIN’ brand footwear and other products in Hong Kong, the PRC and other countries. Balmain, a prestigious and renowned luxury fashion group offering a range of designer readyto-wear clothing, footwear and accessories, and Stella International Holdings Ltd, a Hong Kong listed company which specialises in the development and manufacture of designer footwear, have agreed to jointly incorporate and invest in two joint ventures in Hong Kong. The GLN team was led by partner Rebecca Silli and senior associate Gilles Cardonnel.

Global toy retailer joint venture

Jones Day has advised Toys “R” Us Inc, the largest global retailer of toys and juvenile products, in connection with the acquisition of a 70% interest in the Toys “R” Us business in Southeast Asia and Greater China operated by Hong Kong-based Li & Fung Retailing. The terms of the joint venture also allow Toys “R” Us Inc to acquire the remaining share of the business in the future. The joint venture includes approximately 90 existing Toys “R” Us stores in Brunei, mainland China, Hong Kong, Singapore, Thailand, Taiwan and Malaysia. Toys “R” Us Inc is owned by its private equity sponsors, KKR, Bain Capital and Vornado Realty. The Jones Day Hong Kong team was led by partner Don Hess and was assisted by Yunxiao Hu and Gigi Yuen.

Online services company investment in Chinese social network website

Davis Polk is advising Kaixin001 in connection with an investment by Tencent Holdings Ltd. The financial terms of the transaction have not been disclosed. Kaixin001 is a leading Chinese social networking website. Tencent services the largest online community in China through its various online platforms and fulfills its users’ need for communication, information, entertainment and e-commerce on the Internet. The Davis Polk team includes partner James C Lin, associate Sam Kelso and registered foreign lawyer David Pendergast. 

Medical devices developer IPO Maples and Calder has acted as Cayman Islands counsel for LifeTech

Scientific Corp, a Cayman Islands company, in connection with its initial public offering and placing on the Growth Enterprise Market of the Hong Kong Stock Exchange of 125,000,000 shares. LifeTech is one of the leading developers, manufacturers and marketers of advanced minimally invasive interventional medical devices. The net proceeds from the share offer received by LifeTech is estimated to be approximately HK$154.1 million (US$19.8 million) and will be used to expand its manufacturing facilities, to support product offerings and to expand sales, marketing and distribution activities in key emerging markets (BRIC countries) and key international markets (Europe and the United States). The Maples and
Calder team was led by partner Greg Knowles.

Entertainment media company private merger

Weil, Gotshal & Manges has represented the Special Committee of the Board of Directors of Shanda Interactive Entertainment Ltd, a leading interactive entertainment media company in China, in its going private merger with Premium Lead Company Ltd, which is jointly owned by Mr Tainqiao Chen, Chairman of the Board, CEO and President of Shanda, his wife Ms Qian Qian Chrissy Luo, who is a non-executive director of Shanda and his brother Mr Danian Chen, who is the COO and a director of Shanda. The transaction was structured as a merger pursuant to which Premium Lead will acquire Shanda for US$20.67 (HK$161.10) per ordinary share or US$41.35 (HK$322.22) per American Depositary Share, each representing two ordinary shares. This marks one of the largest going private transactions of a Chinese business listed in the US. The transaction values Shanda’s equity at approximately US$2.3 billion (HK$17.92 billion) on a fully diluted basis. Weil’s team was led by partners Akiko Mikumo and Steve Xiang, assisted by associates William Welty, Lei Yu, Erika Evasdottir and Nadia Karkar.

Investment holding company bonds issue

Mayer Brown JSM has advised Tsinlien Group Company Ltd on the issue of RMB1.3 billion 5.75% guaranteed RMB-denominated bonds due 2014. In a deal arranged by DBS Bank Ltd, CITIC Bank International Ltd, Deutsche Bank AG, Goldman Sachs International, JP Morgan Securities (Asia Pacific) Ltd, Standard Chartered Bank (Hong Kong) Ltd, UBS AG, Hong Kong Branch and Wing Lung Bank Ltd, the bonds were issued by a wholly-owned offshore subsidiary of Tsinlien, with Tsinlien providing a guarantee. The bonds are listed on the Singapore Exchange Securities Trading Ltd. Tsinlien is an investment holding company covering a wide range of industry sectors, and operates in Hong Kong as a financial and investment arm of the Tianjin municipal government. The proceeds of the issue will be used by Tsinlien for general corporate purposes including potential acquisitions. The Mayer Brown JSM team was led by partners Ben Sandstad and Jeckle Chiu.

Metro company debt issuance programme

Slaughter and May has advised MTR Corp and MTR Corp (Cayman Islands), as the issuers, on the annual update of their US$3 billion (HK$23.33 billion) debt issuance programme under which they have the ability to issue notes to be listed and traded on the Hong Kong Stock Exchange and the London Stock Exchange. This year’s update included amendments to the programme to enable the issuers to issue RMB-denominated ‘dim sum’ bonds in Hong Kong. The Slaughter and May team was led by partner Laurence Rudge and assisted by associates Roger Cheng and Wendy Tong.