China

For more than two decades, Paul, Weiss has been a leader in almost every kind of transaction and in every sector in China. Our multinational team of Western-trained, Chinese-speaking attorneys has expertise in Chinese law and international business transactions, as well as a history of close involvement in numerous precedent-setting foreign investment transactions in the PRC.

Paul, Weiss represents many leading U.S., international and Asian companies in their China-related matters, which include the establishment of foreign-invested enterprises, mergers and acquisitions, private equity transactions, project finance, securities offerings, real estate development, the protection of intellectual property, and complex dispute resolution. We have been involved in a broad range of industries throughout China, including telecommunications, media, entertainment, power, property development, petroleum, petrochemicals, pharmaceuticals, computers and consumer goods. We also have extensive experience and contacts in areas of active foreign investment interest, including Shanghai, Tianjin, Beijing, Nanjing, Guangdong, Suzhou, Xiamen, Shangdong and Chongqing.

The Paul, Weiss China Practice operates as a single, seamlessly integrated practice, incorporating all the separate offices into one successful practice. The vibrant China Practice is staffed principally by lawyers from the firm’s Beijing, Hong Kong, and New York offices, with support from our Tokyo and Washington, D.C. offices. Our Beijing office, one of a limited number of approved foreign law firm offices in China, has been a prominent member of Beijing’s legal community since opening in 1981. The Beijing and Hong Kong offices work together as one unit, with attorneys frequently splitting their time between the two locations. Where necessary, the firm works closely with qualified PRC counsel throughout China.

Peers and clients have consistently recognized the excellence of our China Practice. Over the years the firm has maintained a solid top-tier position in awards sponsored by leading business and legal periodicals, and we have won numerous awards for our work in high profile, ground-breaking transactions, including the following:

a "Band 1" firm for private equity, telecommunications & broadcasting and information technology in Hong Kong, and for TMT in China by Chambers Asia 2008
a "Band 1" firm for Private Equity: Foreign in China/Hong Kong by Chambers Global 2008
a “Band 1” firm for TMT: Foreign in China/Hong Kong by Chambers Global 2008
a "Tier 1" recommended firm for private equity by IFLR 1000 The Guide to the World’s Leading Financial Law Firms in both the 2007 & 2008 editions
a "Tier 1" firm for TMT: Foreign Firms in China by Asia Pacific Legal 500 2006/2007 and 2007/2008 editions
winner for the seventh time of the "IT/Telecommunications Law Firm of the Year" at the Asian Legal Business Awards 2007 in Hong Kong. This award is in recognition of our M&A, private equity and regulatory efforts in the telecommunications and IT sectors. Asian Legal Business particularly noted our work on behalf of The Carlyle Group in the sale of its interest in Taiwan Broadband Company to Macquarie Bank and in The Carlyle Group’s acquisition of Eastern Multimedia Co. Ltd., Taiwan's largest cable TV operator
a top-tier "Highly Recommended" firm for private equity by the PLC Cross-Border Private Equity Handbook, 2006-2007 edition and the PLC Which Lawyer? Yearbook 2007
a "Band 1" recommended firm for private equity in China and Hong Kong by Chambers Global, 2007
named the "Best Law Firm (Private Equity Deals) in Asia" in an annual poll of more than 20,000 readers conducted by Private Equity International magazine and Private Equity Online.com
winner of the International Financial Law Review's "M&A Deal of the Year" at the IFLR Asian Awards 2006 for our involvement in the Lenovo/IBM acquisition
winner of Asian Legal Business' China Law Awards "Energy & Resources Deal of the Year 2005" for our involvement in the CNPC/PetroKazakhstan deal
representation of the principal parties in two out of the three M&A transactions recognized by Asian Counsel magazine as "Asian Deals of the Year 2005"
winner of three Deal of the Year awards at the 2004 Asian Legal Business' – China Awards, for our representation of Motorola in the sale of its wafer fabrication plant; our representation of TCL in the TCL/Thomson joint venture; and our representation of Global Conduit Holdings in the Harbin Brewery hostile takeover battle.

Recent representative transactions include the following:

Mergers and Acquisitions

Representation of The Carlyle Group ("Carlyle") in connection with the acquisition of over 90% of the issued share capital of Eastern Multimedia Co., Ltd. of Taiwan ("EMC"), Taiwan's largest cable TV operator, for approximately US$1.4 billion. In connection with the acquisition, Paul, Weiss also assisted Carlyle in raising financing for the transaction through a syndicated loan granted by a group of banks in Taiwan, including Citibank N.A., Taipei Branch, Citigroup Global Markets Asia Limited, Taipei Fubon Commercial Bank Co., Ltd. and Chinatrust Commercial Bank Co., Ltd.
Representation of MEAG Munich Ergo AssetManagement GmbH, a member of the Munich Re group, in connection with the acquisition of a 19% equity interest in PICC Asset Management Company Limited, the dedicated asset management company within the PICC group, one of China's largest insurance groups. The transaction represents one of the first foreign investments in the insurance asset management industry.
Representation of The Carlyle Group in connection with the sale of its interest in Taiwan Broadband Communications Ltd. ("TBC") to the Macquarie Media Group and the Macquarie Bank for approximately $900 million. TBC owns various cable TV operators in Taiwan and provides television, Internet and telephone services through its cable network in Taiwan. This was the first sale by The Carlyle Group of any of its portfolio companies in Southeast Asia.
Representation of Motorola, Inc., in the sale of its automotive electronics division in China in connection with the global sale of such business to Continental AG for approximately $1 billion in cash.
Representation of Microsoft Corporation in connection with a minority investment in Dalian Hi-Think Computer Technology Co., Ltd., a Chinese provider of software outsourcing services.
Representation of Morgan Stanley in connection with the purchase of a 14 percent interest in Anhui Conch Cement Company Limited from the Anhui Conch Group Co. Ltd., together with co-investor International Finance Corporation, for approximately $152 million. Anhui Conch is the largest cement producer in China and is listed on both the Hong Kong Stock Exchange and the Shanghai Stock Exchange.
Representation as U.S. securities counsel to PetroKazakhstan Inc. in connection with its acquisition by China National Petroleum Corp., for $4.18 billion.
Representation of Microsoft Corporation in connection with the acquisition of certain assets from, and entering into certain exclusive arrangements with, Shenzhen Municipality Tsinghua Shenxun Science and Technology Development Co., Ltd., a prominent Chinese mobile software and services company. This transaction marks Microsoft's first mobile Internet services arrangement with a company based in China.
Representation of Motorola (China) Electronics Limited (Motorola), in the sale of its wafer fabrication plant to Semiconductor Manufacturing International Corp. ("SMIC"), China's biggest chipmaker. Under the terms of the transaction, Motorola exchanged its wafer fabrication plant in Tianjin for a stake in SMIC. This complex asset for shares swap is a precedent-setting transaction under China's newly issued Interim Provisions on the Merger and Acquisition of Domestic Enterprises by Foreign Investors.
Representation of TCL International Holdings Limited and TCL Corporation in a joint venture with Thomson SA of France. TCL and Thomson signed a combination agreement merging their respective global television research and development and manufacturing businesses under a joint venture company known as TCL-Thomson Electronics. The equity in TCL-Thomson Electronics — now the world’s largest television manufacturer — is owned 67 percent by TCL International and 33 percent by Thomson. The merger marked the first time a PRC company acquired majority control of a global business from a non-PRC company, creating the world’s first “Chinese multinational,” and establishing a PRC-based and controlled multinational manufacturer and distributor of consumer electronics.
Representation of Global Conduit Holdings Ltd. in connection with the purchase, for $122 million, of a 29% stake in Harbin Breweries, a Hong Kong-listed PRC brewing company, and the subsequent sale of the 29% stake to Anheuser-Busch. The transaction set the stage for the first-ever takeover battle between foreign companies for control of a publicly listed PRC company, which ended with Anheuser-Busch acquiring control of Harbin Breweries.
Representation of TCL Communications Technology Holdings Limited, a leading mobile handset manufacturer in China, in connection with the formation of a joint venture with Alcatel SA, a French telecommunications equipment maker, for the research, development, sales, and distribution of mobile handsets and related products and services.

Private Equity

Representation of funds managed by Oaktree Capital Management in their acquisition of Fu Sheng Industrial Co., the first private equity sponsored LBO of a Taiwan-listed company.
Representation of The Carlyle Group in its $5.5 billion bid to acquire Advanced Semiconductor Engineering, Inc.
Representation of General Atlantic LLC in connection with a $48 million Series C investment in Oak Pacific Interactive, an online advertising and wireless value-added service provider in the PRC. The transaction represents the largest venture capital funding in China's history.
Representation of CDH Investments and China Everbright Investment in connection with a $15 million investment in Yingliu International Holdings Limited, a Cayman holding company that operates a steel casting business in China.
Representation of The CNC Fund, L.P., in connection with the sale of its approximately 3% stake in China Netcom Group Corporation (Hong Kong) Limited, a company listed on the Hong Kong stock exchange, to Telefonica International S.A., a Spanish company ranked as the world’s third-largest telecoms group by market value, for approximately $289 million.
Representation of General Atlantic LLC, as part of an investor group, in connection with a $350 million convertible preferred stock and warrant investment in Lenovo Group Limited, the largest personal computer maker in China. The strategic investment is in connection with Lenovo's acquisition of IBM's PC business in a transaction valued at $1.75 billion.
Representation of Morgan Stanley Managed Private Equity Funds, in connection with the corporate restructuring of China Mengniu Dairy Holding Company, an investee company of our client (as lead investor) and other coinvestors, CDH China Fund, L.P. and CGU-CDC China Investment Company Limited. The Company is the indirect parent of Inner Mongolia Mengniu Milk Industry (Group) Co., Ltd., the largest milk producer by volume in China. The corporate restructuring is in connection with the initial public offering of the Company on the main board of The Stock Exchange of Hong Kong.
Representation of Plantation Timber Products Holdings Limited, a portfolio company of J.P. Morgan Partners Asia and Search Investment Group, in connection with the sale, to Carter Holt Harvey of New Zealand, of its entire equity interest in three joint ventures in China that produce medium density fiberboard, for $134 million.

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