Deals – 19 October 2006

Sullivan & Cromwell LLP has represented the underwriters, led by Goldman Sachs and UBS, in the SEC-registered initial public offering (IPO) and New York Stock Exchange listing of Mindray Medical International Limited, a leading developer, manufacturer and marketer of medical devices in the PRC. The aggregate size of the offering was approximately US$310 million. This offering was the largest US IPO by a PRC company this year and the largest everoffering by a PRC company in the medical/healthcare sector.

Clifford Chance Wong has advised State Street Global Advisors on Asia’s first gold exchange traded fund (ETF), streetTRACKS® Gold Trust, which listed on the Singapore Exchange (SGX). State Street is an affiliate of the marketing agent for the ETF, State Street Global Markets, LLC. The deal is especially significant for the Singapore market as it represents the first commodity-based collective investment scheme to be listed on the SGX. SGX is also the first Asian stock exchange on which the ETF has been listed outside of New York.

Drew & Napier LLC has acted as counsel to the initial public offering, and to the manager, of the Cambridge Industrial Trust (CIT) which was successfully listed on the Singapore Exchange Securities Trading Limited. The total size of CIT is approximately S$525 million (US $331million) and the initial public offering of 206,109,000 units at an offering price of S$0.68 per unit amounting to approximately $140 million. CIT, Singapore’s first independent real estate investment trust, is established with the objective of investing directly or indirectly in income-producing real estate and real estate-related assets which are used mainly for industrial (including warehousing) purposes.

Sullivan & Cromwell LLP has represented The Carlyle Group as selling shareholder in connection with the SEC-registered secondary offering of American depositary shares of Focus Media Holding Limited. Focus Media is the largest out of-home advertising network operator in the PRC. The aggregate size of the offering, which was underwritten by Credit Suisse Securities (USA) LLC, was approximately US$140 million.

Linklaters has acted for Merrill Lynch International as lead manager, sole bookrunner and global coordinator on a US$150 million offering of ordinary shares, represented by Global Depositary Receipts (GDRs), by MCB Bank Limited. The offering comprised 8.6 million GDRs (each accounting for four ordinary shares) and was the first ever Pakistani bank offering of GDRs. It was also the first GDR offering to originate from Pakistan in over 10 years.

Sullivan & Cromwell LLP has represented the underwriters, led by Goldman Sachs, Morgan Stanley and UBS, in the US$1.14 billion global equity offering of shares of NYSE-listed Chunghwa Telecom Co Ltd, the largest telecommunications service provider in Taiwan. The global equity offering consisted entirely of secondary shares sold by the Ministry of Transportation and Communications of the Republic of China and Taiwan Mobile Co Ltd, and included an SEC-registered public offering in the United States, an international offering outside the United States and Taiwan and a public auction in Taiwan.

Milbank, Tweed, Hadley & McCloy LLP has represented the lenders in a US$2 billion loan transaction with a syndicate of 52 international banks to finance the construction of the Reliance Petroleum’s oil refinery and petrochemical facility located in Jamnagar in the western state of Gujarat, India. Milbank represented the banks in negotiating and structuring the US $2 billion loan transaction which is the largest limited recourse transaction in India since the early 2000s and the largest in Asia (excluding China) since the Asian financial crisis of 1997.

Gide Loyrette Nouel has advised French group, U10 on its acquisition of a controlling interest in Smerwick Group for US$17 million. U10 is a provider of comprehensive solutions to retailers and international importers and the acquisition establishes a footing in China. Smerwick group specialises in sourcing and production logistics, and exports an extensive range of goods.

Latham & Watkins has acted as international counsel to the lead managers in connection with the offering of US$110 million 10.75 percent senior secured notes due 2011 by BSP Finance BV, a subsidiary of PT Bakrie Sumatera Plantations Tbk. The issuer is one of Indonesia’s oldest producers of natural rubber, its single largest latex producer and one of its leading crude palm oil producers.

Dorsey & Whitney has represented Cornerstone Overseas Investments Limited on the acquisition of Wham-O, Inc. The strategic acquisition – a complex, leveraged transaction – brings additional established brands to Cornerstone’s global distribution infrastructure. Hong Kong based Cornerstone is considered one of the leading China-based toy manufacturing companies. Wham-O Inc. is based in California and markets more than 70 proprietary products, including the Frisbee, the Hula Hoop and the Hacky Sack.

Johnson Stokes & Master has acted for CITIC Pacific in the realignment of shareholding structures in Cathay Pacific, Dragonair and Air China. The deal creates one of the world’s strongest airline groupings. The changes are expected to deliver significant benefits to the Chinese aviation industry and strengthen the position of Beijing and Hong Kong as key hubs in the region. CITIC Pacific realised cash of approximately HK $5 billion (US $641 million), to be used for pursuing development of its core businesses.