Asia Deal Digest: May 2019

• Sullivan & Cromwell, Freshfields, Clifford Chance on AB InBev's multibillion-dollar Hong Kong spinoff of its Asian unit. • Nishimura, Gilbert + Tobin on Nippon Paint's $2.7 billion Australia acquisition. • Skadden, Simpson Thacher on $179 million Nasdaq listing of Chinese cosmetic surgery marketplace.

May 22, 2019 at 02:15 PM

5 minute read

By John Kang, The Asian Lawyer

Asia Deal Digest, published periodically, is a compilation of some of the largest deals carried out in Asia and Australia.

China/Hong Kong

• Sullivan & Cromwell partners Francis Aquila in New York, John Horsfield-Bradbury in London and Kay Ian Ng in Hong Kong are advising Belgian beer giant Anheuser-Busch InBev SA/NV's Asia-Pacific business, Budweiser Brewing Co. APAC Ltd., on an initial public offering in Hong Kong that could raise at least $5 billion. Freshfields Bruckhaus Deringer Teresa Ko in Hong Kong, David Ludwick in London, Valerie Ford Jacob in New York and Vincent Macq in Brussels are representing Budweiser Brewing as co-counsel. The issuer is being represented by Fangda Partners on Chinese law, Kim & Chang on Korean law and Gilbert + Tobin on Australian law. Reuters reported that the deal comes as its parent, AB InBev, is currently working to reduce a $102.5 billion debt pile accumulated following the late 2016 takeover of U.K. rival SABMiller Plc. for $106 billion. Clifford Chance is advising JPMorgan and Morgan Stanley as the joint sponsors. King & Wood Mallesons is advising the banks on Chinese law. [Read Full Story]

• Skadden, Arps, Slate, Meagher & Flom Hong Kong partner Julie Gao advised Chinese cosmetic surgery marketplace So-Young International Inc. on a $179 million initial public offering on Nasdaq. Han Kun Law Offices served as Chinese counsel to the issuer. The issuer plans to use the majority of the proceeds on technology and research and development, marketing and user acquisition, and business expansion. Simpson Thacher & Bartlett Hong Kong partner Chris Lin advised Deutsche Bank, China International Capital Corp. Ltd, Canaccord Genuity, ICBC and Needham & Co. as the underwriters. CM Law Firm Shanghai partner Wu Xiaoliang advised the banks on Chinese law.

• Skadden Hong Kong partner Julie Gao represented Chinese e-commerce portal Yunji Inc. on a $121 million initial public offering on Nasdaq. Han Kun served as Chinese counsel to the issuer. Yunji plans to use the majority of the proceeds to improve technology infrastructure and expand business operations. Simpson Thacher Hong Kong partners Chris Lin and Daniel Fertig advised Morgan Stanley, Credit Suisse, JPMorgan, CICC and Tiger Brokers as the underwriters. Zhong Lun Law Firm Shanghai partners Anthony Zhao and William Jia and Hangzhou partner Jane Jin advised the banks on Chinese law.

• Allen & Overy corporate partner Lina Lee and capital markets partner Alex Tao in Hong Kong, asset management partner Marc Ponchione in Washington, D.C., and tax partner Jack Heinberg in New York advised Chinese user management software provider Duiba Group Ltd. on an $85 million initial public offering in Hong Kong. Jingtian & Gongcheng served as Chinese counsel to the issuer. Corner Stone & Partners advised the issuer on Chinese trademark matters. Duiba plans to use the majority of the proceeds to improve its research and development and sales and marketing functions, strategic investments and acquisitions, and general corporate purposes. Herbert Smith Freehills Hong Kong partner Matt Emsley and Singapore partner Siddhartha Sivaramakrishnan advised CMB International and HSBC as the joint sponsors. Commerce & Finance Law Offices Beijing partner Ma Zhou advised the banks on Chinese law.

• Kirkland & Ellis Hong Kong partners David Zhang and Meng Ding, and Beijing partner Steve Lin, advised Chinese peer-to-peer lender Jiayin Group Inc. on a $42.3 million initial public offering on Nasdaq. King & Wood Mallesons Beijing partner Jiang Zhihui and Shanghai partners Zhong Xin, Yu Leimin and Chen Fuan served as Chinese counsel to the issuer. Jiayin plans to use the majority of the proceeds for strategic acquisitions in technology, marketing and general corporate purposes. Simpson Thacher Hong Kong partner Chris Lin and New York partner Robert Holo advised Roth Capital Partners and Shenwan Hongyuan Securities as the underwriters. Tian Yuan Law Firm advised the banks on Chinese law.

Japan

• Nishimura & Asahi Tokyo partners Yo Ota and Masaki Noda are advising Japan's Nippon Paint Holdings Co. Ltd on a proposed $2.7 billion acquisition of Australia Exchange-listed paint maker DuluxGroup Ltd in a cash deal. Mergers and acquisitions partner James Emerson, finance partner Toshiyuki Nonaka and antitrust partner Kazumaro Kobayashi, all in Tokyo, are also advising Nippon Paint. The deal is expected to be completed in August, subject to approvals by DuluxGroup shareholders, the Australian Foreign Investment Review Board and the New Zealand Overseas Investment Office. Gilbert + Tobin Melbourne partners Neil Pathak and Alex Kauye are representing long-time client DuluxGroup. They are assisted by finance partner Simon Lynch in Melbourne and tax partner Muhunthan Kanagaratnam in Sydney.

Southeast Asia

• Latham & Watkins Hong Kong partner Benjamin Carale and Singapore partners Sharon Lau and Marcus Lee advised Filipino conglomerate San Miguel Corp. on an acquisition of an 85.7% stake in cement maker Holcim Philippines Inc. from Swiss materials manufacturer LafargeHolcim Ltd. The deal values Philippine Stock Exchange-listed Holcim at $2.15 billion. Latham Singapore partner Timothy Hia acted for San Miguel on financing matters, London partner Karl Mah provided tax advice and Brussels partner Luca Crocco advised on antitrust matters. Freshfields Paris partner Alan Mason and Singapore partner Nigel Gleeson led a team advising LafargeHolcim; the team also includes tax partners Peter Clements and Helen Lethaby in London, and antitrust partner Rafique Bachour in Brussels.

• Malaysian firm Albar & Partners represented Kuala Lumpur-based poultry producer Leong Hup International Bhd on a $247 million initial public offering in Malaysia. Kuala Lumpur-based Enolil Loo served as co-counsel to the issuer. Clifford Chance Singapore partners Johannes Juette and Raymond Tong advised the issuer on U.S. and English law. The issuer plans to use the majority of the proceeds for capital expenditure. Malaysian firm Kadir Andri & Partners advised Maybank Investment Bank, Credit Suisse, RHB Investment Bank as the joint global coordinators. Baker McKenzie Wong & Leow advised the banks on U.S. law.