In a busy month for renewable energy deals in Japan and capital raisins in Hong Kong, Herbert Smith Freehills and Clifford Chance secured many of the biggest mandates. Here is a round-up of the major deals across the region.
Herbert Smith Freehills advised Japanese trading houses on two separate renewable energy deals.
Mitsui and Aker
Japanese trading house, Mitsui & Co, has acquired a 27.5% stake in Aker Horizons ASA’s subsidiary, Mainstream Renewable Power, for $639 million. The stake acquisition, done through a share subscription, will give Mitsui an active role in the growth of Mainstream alongside Aker Horizons, which will retain 54% share.
Herbert Smith Freehills represented Mitsui with a team led by the firm’s global head of energy, Lewis McDonald in London. Norwegian firm Arntzen de Besche, Chilean firm Barros & Errázuriz, Vietnamese firm VILAF and PJS Law in the Philippines also advised Mitsui.
Aker Horizons was represented by BAHR of Norway. The firm’s team was led by partner Stig Klausen Engelhart.
Aker ASA, which owns Aker Horizons, is an industrial investment company and biggest owner of the second largest oil & gas major in Norway. Aker established Aker Horizons to invest in and develop companies dealing in the renewable energy and decarbonisation technologies sectors.
Marubeni and BP
In a separate transaction, Herbert Smith advised another of Japan’s largest trading houses, Marubeni, on its joint venture with BP to develop offshore wind opportunities in Japan.
Ashurst advised BP with a team led by Tokyo managing partner David Wadham. Its team also included Tokyo partner Kensuke Inoue and Neil Cuninghame in London.
Herbert Smith’s advice was again led by McDonald and partners Eliza Eaton in London, and Marubeni relationship partner Andy Blacoe and Stephen McCann in Tokyo.
As part of the deal, which is subject to merger control approvals, BP will join with Marubeni in their proposal for an offshore wind project off the coast in Japan, purchasing a 49% stake in the proposed project. BP will also be establishing a local offshore wind development team in Tokyo.
The joint venture is part of a wider cooperation agreement between the two companies to explore offshore wind and other decarbonisation development opportunities including hydrogen.
Bank of China’s Tokyo Bonds
Also in Japan, Linklaters has advised Bank of China, Tokyo branch on the issuance of a $82 million two-year Tokyo Overnight Average Rate (TONA) benchmark floating rate notes under the bank’s US$40 billion medium-term note programme.
The deal marks the world’s first public issuance of TONA-linked floating rate notes. The notes are admitted to trading on the Tokyo Pro-Bond Market of the Tokyo Stock Exchange and are listed on the Hong Kong Exchange.
The bonds serve as a new investment product alternative to the conventional Yen LIBOR for both Japanese domestic investors and international investors.
TONA is administered and published by the Bank of Japan and is the replacement risk free rate for Japanese yen LIBOR implemented at the start of this year. The interest rate of the notes will be based on daily compounded TONA for the prescribed observation period and interest will be payable quarterly.
The Linklaters team on the deal was led by Hong Kong capital markets partner Michael Ng.
Allen & Overy advised the joint lead managers with a team led by partners Jaclyn Yeap in Singapore and Agnes Tsang in Hong Kong.
Huaxin Cement Shares
Clifford Chance advised Wuhan-based Huaxin Cement Co. on its B to H share listing on the Hong Kong Stock Exchange. The listing makes Huaxin Cement the first Shanghai-listed company to convert its B shares into H shares.
Prior to its debut in Hong Kong, Huaxin Cement had its A and B shares listed on the Shanghai Stock Exchange. Upon completion of the transaction, the B shares of the company were delisted and subsequently listed in Hong Kong as H shares, making Huaxin a dual-listed company.
Clifford Chance’s team on the deal was led by Hong Kong partner Virginia Lee and Singapore partner Jean Thio.
Fangda Partners was Chinese legal counsel to the issuer and its advice was led by partners Peter Chen and Arman Lie.
Conch Environment Listing
In a separate transaction, Clifford Chance advised Wuhu-based Conch Environment Protection Holdings Limited, a Chinese waste treatment service provider, on its spin-off and listing on the Hong Kong Stock Exchange.
The listing was done through a spin-off of China Conch Environment’s parent company, China Conch Venture Holdings Limited, which is listed on the Hong Kong exchange.
Clifford Chance Hong Kong partners Tianning Xiang and Fang Liu co-led the deal.
Paul Hastings, led by its Greater China chair and partner, Raymond Li, and Hong Kong corporate partners Jean Yu and Vincent Wang, advised the joint sponsors – China International Capital Corporation Hong Kong Securities Limited and HSBC Corporate Finance (Hong Kong) Limited.
Yacht Company IPO
The Hong Kong Stock Exchange this week also saw to the debut of Italian luxury yacht business Ferretti, which raised approximately $243 million.
Through its initial public offering, Ferretti became the first luxury yacht company to list in Asia and also the first European-incorporate company to list in Hong Kong over the past decade.
Baker McKenzie acted as the Hong Kong and U.S. legal advisers to the issuer with a team led by partners Wang Hang in Beijing and Adam Farlow in London.
Pedersoli Studio Legale was the Italian law adviser to Ferretti.
The underwriters, China International Capital Corporation Hong Kong Securities Limited BNP Paribas Securities (Asia) Limited and Zhongtai International Securities Limited, were advised by King & Wood Mallesons.
Jiangsu Recbio Technology Shares
Again in Hong Kong, Chinese vaccine research company, Jiangsu Recbio Technology Co., has also listed its H-shares in Hong Kong.
The issuer, which raised $98 million, was represented by Kirkland & Ellis, led by capital markets partners Mengyu Lu and Samantha Peng in Hong Kong, and Kelvin Chu in Beijing.
The Jiangsu-headquartered company secured $53 million from its three cornerstone investors, including Sequoia Capital. Recbio’s listing also attracted pre-IPO investments from funds including Lake Bleu Capital, Temasek, Legend Capital, LYFE Capital and CMB International. Cornerstone include, as well, Yangtze River Hong Kong, Harvest and SCHP
Beijing-based Zhong Lun Law Firm also advised the issuer on PRC law.
The underwriters, which included Morgan Stanley Asia Limited, CMB International Capital Limited and CLSA Capital Markets Limited, were advised by Clifford Chance and Beijing-based Commerce & Finance.
Clifford Chance China co-managing partner Tim Wang and Hong Kong partners Fang Liu and Christine Xu co-led the deal.
In Malaysia, Clifford Chance advised Malaysian dairy producer Farm Fresh Berhad on its $238.8 million IPO on the Main Market of Bursa Malaysia Securities. The deal marks Malaysia’s largest offering since June last year.
Clifford Chance’s team on the deal, which provided advice on U.S. federal securities law and English law, was led by partner Singapore partner Johannes Juette
Malaysian firm Adnan Sundra & Low advised Farm Fresh on local law.