全球并购市场在过去18个月中最引人注目的趋势之一是中国企业对海外收购项目的不断增长的兴趣。跨国并购项目的增长也渐渐成为律所加强为海外并购项目提供法律服务的推动力和律所的发展重点。
One of the most striking trends seen in the global M&A markets throughout the past 18 months is the intensity of China’s interest in overseas acquisitions. Some of the headline transactions include PetroChina and Royal Dutch Shell’s joint acquisition of Brisbane-based Arrow Energy, CNOOC’s 20-year LNG purchase agreement with BG Group, Shanghai Jin Jiang Hotels partnership with Thayer to acquire NYSE-listed Interstate Hotels & Resorts, and China Nonferrous Metals’ partial offer for Lynas Corporation.
The explosion of Sino-foreign M&A activity has been the impetus for both international and domestic firms to ramp up their ability to handle outbound transactions. “The outbound market has certainly been very active – we’re seeing increasing interest from Chinese companies, especially in the natural resources, manufacturing, technology, media and mining industries,” says Xu Ping, partner at King & Wood. “This has called for a lot of attention from both PRC and international law firms.” Over the past two years, King & Wood has extensively developed its outbound M&A practice, building a dedicated task force equipped with US and Canada-trained lawyers. The firm now has 30 lawyers focused on outbound work, part of an even larger M&A team.
The firm’s closest rival, Jun He, has also boosted its capabilities. “We have a new working group which consists of partners from Beijing, Hong Kong and Shanghai. These lead partners have a lot of experience in both inbound and outbound M&A work,” says John Chu, a co-founding partner.
As domestic firms have reinforced their M&A capabilities to attract mandates on cross-border transactions, international firms have also found it imperative to devote themselves to outbound work. Freshfields, which recently facilitated Geely’s acquisition of Volvo from Ford, is a prime example. “The most prominent change for our Greater China practice is that we are seeing more outbound M&A opportunities,” says Robert Ashworth, partner and head of Asian corporate practice at Freshfields. “Over the past 12 months, that’s where most of the action and our focus have been. We have moved key people around within departments and out to Asia,” he adds.
Date
|
Deal
|
Jurisdiction
|
Industry/ sector
|
Legal advisors
|
Value (US$m)
|
June 2009
|
Sinopec – Addax acquisition
|
China/ US/ UK
|
Oil
|
Vinson & Elkins, Stikeman Elliot, Fasken Martineau
|
10,300
|
August 2009
|
CIC – Teck Resources acquisition
|
China/ US
|
Natural resources
|
Torys, Paul Weiss, Stikeman Elliot
|
1,500
|
September 2009
|
Yanzhou Coal Mining – Felix acquisition
|
China/ Australia
|
Mining
|
King & Wood, Jingtian & Gongcheng, Baker & McKenzie, Allens Arthur Robinson, Corrs Chambers Westgarth
|
2,900
|
September 2009
|
China Pharma – Sihuan Pharmaceutical Holdings acquisition
|
China/ Singapore
|
Pharma-ceutical
|
Commerce & Finance, Khattar Wong, WongPartnership, Conyers Dill & Pearman, Paul Weiss
|
318
|
September 2009
|
Sinochem Petroleum Exploration & Production – Emerald Energy acquisition
|
China/ UK
|
Natural resources
|
Memery Crystal, Freshfields
|
876
|
September 2009
|
Air China – Cathay Pacific stake acquisition
|
China/ Hong Kong
|
Aviation
|
Freshfields
|
825
|
November 2009
|
CIC – JSC Kazmunaigas stake acquisition
|
China/ Kazakhstan
|
Natural resources
|
Vinson & Elkins, GRATA law firm
|
939
|
November 2009
|
Sinochem – Nufarm acquisition
|
China/ Australia
|
Natural resources
|
Blake Dawson, Arnold Bloch Liebler
|
2,440
|
November 2009
|
Primus Nan Shan Holdings – Nan Shan Life Insurance acquisition
|
China/Taiwan
|
Insurance
|
Freshfields, Simpson Thacher, LCS & Partners
|
2,150
|
January 2010
|
China Zijin – Indophil acquisition
|
China/Hong Kong/ Australia
|
Natural resources
|
TransAsia, Freehills, Baker & McKenzie, Fujian Zenith, Charltons, Minter Ellison, Yorac Arroyo Chua Caedo & Coronel
|
500
|
January 2010
|
China Minmetals – Hunan Nonferrous Metals acquisition
|
China/ Hong Kong
|
Natural resources
|
Grandall, Freshfields, Commerce & Finance
|
819
|
January 2010
|
Shanghai Jin Jiang Hotels – Interstate Hotels & Resorts acquisition
|
China/ US
|
Hotels
|
King & Wood, Baker & McKenzie, Hogan & Hartson, Paul Weiss
|
307
|
March 2010
|
Sinopec - Sonangol Sinopec International stake acquisition
|
China/ South Africa
|
Natural resources
|
Allen & Overy, Skadden, Herbert Smith
|
2,500
|
March 2010
|
CNOOC – LNG acquisition
|
China/ Australia
|
Natural resources
|
Mallesons, Herbert Smith, Freehills
|
1,350
|
April 2010
|
Geely - Volvo acquisition
|
China/ Europe
|
Auto-mobile
|
Haiwen & Partners, Freshfields, Cederquis, Hogan & Hartson
|
1,800
|