|Clayton Utz has advised global appliance company Haier Group Corporation (Haier), the world’s fourth largest whitegoods manufacturer, on an equity raising agreement with Fisher & Paykel Appliances (FPA), a New Zealand company listed on the Australian Stock Exchange. As a result of the transaction, which is worth A$36.6 million (approx US$29.2m), Haier will take a 20 percent stake in FPA and the companies have entered into a co-operation agreement which defines the areas where they will work together for mutual benefit. Advising on the Australian aspects of the transaction, corporate M&A partner John Elliott led the team, whilst partner Michael Corrigan provided Haier with competition law advice.
Clayton Utz has also represented Hong Kong-based Noble Group (Noble) in its acquisition of control of Gloucester Coal. Noble’s move to gain outright control of Gloucester Coal followed ground-breaking proceedings before the Takeovers Panel that resulted in a declaration of unacceptable circumstances in relation to the affairs of Gloucester Coal. Partners John Elliott and Karen Evans-Cullen led the firm’s team in successfully applying to the Panel on behalf of Noble in relation to a scrip bid ― effectively a reverse takeover ― by Gloucester Coal for Whitehaven Coal.
Clifford Chance has advised the Lim Family of Malaysia on the sale of its stake in gaming and leisure operator Genting Singapore PLC, which operates and develops gaming and integrated leisure resorts in Asia. The Family’s stake, which raised approximately US$425 million, was sold in a book-built institutional private placement on 27 May, with settlement due to occur on 1 June. The Family will retain an interest in Genting Singapore through its parent company, the Genting Berhad group. Singapore-based partner Lee Taylor led the firm’s team.
Kim & Chang has advised KT Corporation (KT), the biggest fixed line and broadband operator in South Korea, on its merger with its mobile business subsidiary KT Freetel Co Ltd (KTF). KT is the surviving entity as a result of the transaction, which was effective as of 1 June 2009. KT held a 54 percent stake of KTF, with the remaining shareholders receiving treasury shares or newly issued shares of KT stock. The second largest shareholder of KTF, Japanese mobile operator NTT DoCoMo, agreed to swap 40 percent of its stake for KT common stock, and the remaining 60 percent for KT exchangeable bonds. Partner: M.J. Chung led the firm’s team, which advised on the entire merger process including anti-trust matters and Korea Communications Commission clearance.
Sheppard Mullin has represented SolarNet LLC, a solar energy solutions provider, and its minority owners in a majority investment by ITOCHU Corporation, a diverse global trading company and one of Japan’s largest corporations. As a result of the transaction, SolarNet LLC will be operated as a majority-owned subsidiary of ITOCHU. The deal was led by partner Linda Michaelson.
Vinson & Elkins LLP has advised a consortium comprising of China National Offshore Oil Corporation (CNOOC) and China Petroleum & Chemical Corporation (Sinopec), two of China’s largest state-owned petroleum and petrochemical companies, on its joint purchase of all Talisman Energy Inc’s oil & gas assets in Trinidad and Tobago. The deal involved both share and asset acquisitions and is valued at C$380 million (approx US$315m). China-based partner David Blumental and US-based partner Boyd Carano lead the firm’s team.
WongPartnership LLP has acted for Credit Suisse (Singapore) Limited in the placement by Ezra Holdings Limited of up to 78 million new shares, which raised an aggregate gross amount of approximately S$92.43 million (approx US$64.1m). Partners Raymond Tong and Karen Yeoh led the transaction.
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A brief discussion on how MNCs should respond to the OECD’s new measures relating to Automatic Exchange of Information and Transfer Pricing issues
Sanctions and Investigations Q&A
Asian-mena Counsel sought wise counsel on the key issues in these risk-heavy areas from those with expertise at leading International law firm Baker McKenzie, and two thought-leading GC’s ...