Sullivan & Cromwell

The firm: S&C established its Beijing office in 1999. The firm was among the first top-tier Wall Street firms to have an office in mainland China, adding to the firm’s already expansive Asia Pacific practice. S&C’s Beijing and Hong Kong lawyers work as one team to provide US, Hong Kong and English law advice to clients in Greater China, the Asia-Pacific region, and around the world.

The Beijing office provides a critical in-country platform to serve the firm’s Chinese and multinational clients on a wide range of cross-border mergers and acquisitions and private equity transactions, securities offerings and other complex financings, as well as on project development and finance matters.

Areas of practice
Capital markets: S&C is involved in more debt and equity offerings by non-US issuers than any other firm, as measured by the aggregate value and the total number of SEC-registered and Rule 144A offerings, as reported by Thomson Reuters. The firm has been involved in five of the ten largest IPOs of all time, among which are Greater China issuers Alibaba Group, Industrial and Commercial Bank of China and AIA Group, advising either the issuer, underwriters, selling shareholders or investors. S&C’s China team has advised on numerous ground-breaking capital markets transactions, including the largest ever US IPO, the largest ever IPO by a technology company, and the largest IPO ever globally (Alibaba Group); the first Hong Kong and NYSE listings of a Chinese telecommunications company (China Mobile); the first Hong Kong IPO of a reinsurance company (China Reinsurance); the first Chinese company with a primary listing on the NYSE (Shandong Huaneng Power Development); the first ever H Shares offering in Hong Kong by a Chinese company (Tsingtao Brewery).

Mergers and acquisitions/private equity: S&C has advised principals and financial advisers on a greater value of M&A transactions in the Asia region than any other US-based firms from 2007 to 2016, according to Thomson One. To date, it has advised on over $380bn announced transactions in the Greater China region. Recent representative transactions include advising ACE Investment Fund in its acquisition of assets owed by EDP’s Italian and Polish wind farm project companies; Alibaba Group in its acquisition of a controlling stake in Lazada Group S.A. and Alibaba’s subsequent acquisition, through a put/call mechanism, of most of the remaining minority shareholder interests in Lazada; Anheuser-Busch InBev in its sale of SABMiller plc’s 49% interest in China Resources Snow Breweries to China Resources Beer; C.banner International in its acquisition of 45.78% of the issued share capital of EtonKids Educational Group Limited; China Mengniu Dairy in its mandatory cash offer for China Modern Dairy Holdings Ltd.; CIC Capital Corporation, as a member of a consortium, in its acquisition of a 90% ownership interest in Nova Transportadora do Sudeste S.A.; J.P. Morgan as financial adviser to Orient Overseas (International) Limited in the acquisition of all its issued shares by COSCO Shipping Holdings and Shanghai Port (Group); Nirvana Asia in its privatisation by CVC Capital Partners; State Grid Corporation of China in its acquisition of a stake in CPFL Energia S.A.; Taiwan Cement Corporation and TCC International Limited in their privatisation of TCC International Holdings Limited.

Project development and finance: S&C’s project development and finance practice is widely noted for representing sponsor/borrowers and lenders on transformative project finance transactions across the globe, often with a complex cross-border element. S&C’s practice is characterised by regularly advising on the ‘first-of’ or the ’largest’ project in a country or region.

S&C has a well-earned reputation for its skill and innovation in structuring projects and financings to get the deal done. Its experience in the Asia-Pacific region stands head and shoulders above other international law firms of the same calibre, including the largest ever mine project financing in an emerging market (Oyu Tolgoi); the first coal seam gas LNG project to achieve financial close (APLNG); the largest ever project financing as of 2012 (PNG LNG); the largest high-yield project bond offering by an Australian issuer (Fortescue Iron); the first NYSE listed power project in China (Shandong Huaneng); the only Indonesian project financing to close following the onset of the Indonesian crisis in 1997 (Batu Hijau).