The One Belt One Road initiative proposed by China focuses on connectivity and cooperation among over 60 countries in Asia, Europe, the Middle East and Africa. It consists of two components: the land-based "Silk Road Economic Belt" and the sea-based "21st Century Maritime Silk Road". The initiative aims to develop prosperity in underdeveloped parts of China and partner countries along the routes. It covers key sectors like infrastructure, energy, manufacturing and financial services. While it presents many opportunities, there are also risks involving uncertainty from government approvals, cultural differences, political instability and legal inconsistencies among the diverse partner countries.
A SHORT HISTORY OF LIBERTY'S PROGREE THROUGH HE EIGHTEENTH CENTURY
One Belt One Road in China - 19 November 2015
1. 1
One Belt One Road
一带一路
19 November 2015
Jay Ze and Charles Butcher
Eversheds LLP
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Eversheds LLP | 25/11/2015 |
Content
CHINA’S ONE BELT ONE ROAD INITIATIVE
1. ONE BELT ONE ROAD INITIATIVE
2. KEY SECTORS AND OPPORTUNITIES
3. KEY ISSUES TO CONSIDER
4. EVERSHEDS CHINA PRACTICE
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OBOR is a development strategy and framework, proposed by the People's Republic of China that
focuses on connectivity and cooperation among over 60 countries across Asia, Europe, the Middle East
and Africa. These countries account for approx. 2/3rd of the world’s population and 1/3 of the world’s
GDP. It consists of two main components, a land-based "Silk Road Economic Belt" (“BELT”) and a
sea route “The 21st-Century Maritime Silk Road" (“ROAD”). The strategy underlines China's push
to take a bigger role in global affairs, and its need to export China's production capacity in areas of
overproduction such as steel manufacturing. It also seeks to develop prosperity for underdeveloped
parts of China.
What’s One Belt and One Road (“OBOR”)?
Overview
CHINA’S ONE BELT ONE ROAD INITIATIVE
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Why OBOR?
Background
CHINA’S ONE BELT ONE ROAD INITIATIVE
Underdeveloped
Regions
Developed
Regions
Regional Imbalance Overcapacity in Several Sectors Large Amount FX Reserve
Steel Cement
Shipbuilding
Electrolytic
Aluminium
Flat Glass
more than USD 3
trillion
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Layout and Covered Regions
CHINA’S ONE BELT ONE ROAD INITIATIVE
One Belt: The Silk Road
Economic Belt
Enhancing and developing land
routes:
• Building a “Eurasian land
bridge” – a logistics chain from
China’s east coast all the way to
Rotterdam/Western Europe
• Developing a number of
economic corridors connecting
China with Mongolia and Russia,
Central Asia and South-East Asia
One Road: The 21st-Century Maritime Silk Road
This is a sea route rather than a road (a reference to the old maritime Silk Road) which runs west from
China’s east coast to Europe through the South China Sea and the Indian Ocean.
The aims of the OBOR initiative include:
• developing prosperity for underdeveloped parts of China, particularly in the west of the country
• developing new opportunities for China to partner and co-operate with the various countries along the
routes, many of which are developing countries
• increased integration, connectivity and economic development along both routes
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Prospects – Six Economic Corridors
CHINA’S ONE BELT ONE ROAD INITIATIVE
• also known as the Second Eurasian Land Bridge
• Lianyungang to Rotterdam route (faster than sea and cheaper than air)
• expected to be a major logistics passageway from China to Europe
• an important
gateway for oil
and natural gas
• has the world’s
longest gas
pipeline
• comprehensive
cooperation
strategy with
Middle Eastern
countries
targeting
energy sector
has been
proposed
• New high-speed railways and motorways
will run from the Pearl River Delta in South
China to Singapore
• align with the Greater Mekong Sub-Region
(a platform for industrial cooperation and
the joint construction of transport networks
along the Mekong River)
• a cooperative mechanism is in place for the
development of this corridor, railway construction,
industrial cooperation and professional training
services
• link Kashgar in
Xinjiang with the deep-
sea port of Gwadar in
Pakistan
• afford China a shortcut
to the Middle East and
Africa, bypassing the
Strait of Malacca
• existing route for
international freight
trains
• a northern
passageway will be
built to connect
Beijing, Dalian and
Tianjin
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− A US$ 40 billion medium to long term investment fund established in Beijing
in December 2014
− Making outbound investments through both equity and debt financing
− Focusing on infrastructure, energy, industrialization and financial
cooperation
− Announced Deals (2015)
• Financing to Three Gorges Group (and its South Asia subsidiary) in its
investment in Karot dam project in Pakistan
• Financing to ChemChina in its acquisition of Pirelli & C.S.P.A.
• Signed a framework agreement to acquire a 9.9% equity stake in the Yamal
LNG project in Russia in September 2015
What’s the Silk Road Fund?
Specific Efforts
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− A multilateral development bank (currently at preparatory stage) to promote
interconnectivity and economic integration in Asia and cooperate with existing
multilateral development banks
− Milestone:
• Oct 2013 – Chinese President XI Jinping and Premier LI Keqiang announced
the AIIB initiative during their respective visits to Southeast Asia
• 24 Oct 2014 – 22 Asian countries signed the Memorandums of
Understanding (MOU) to establish the AIIB
• Nov 2014 – 1st Chief Negotiators' Meeting (CNM) was held in Kunming,
China
• January to March 2015 – Articles of Association (AoA) of the AIIB were
discussed during the 2nd, 3rd and 4th CNM
• May 22, 2015 – the final text of the AoA was adopted at the 5th CNM
• As at 27 Oct 2015 – 54 out of 57 Prospective Founding Members signed the
AoA of the AIIB and the AIIB is expected to be operational by the end of 2015
What’s the Asian Infrastructure Investment Bank?
Specific Efforts
CHINA’S ONE BELT ONE ROAD INITIATIVE
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− Local governments
• 31 provincial level governments promised to join the OBOR initiative
• 14 provinces have finalized their OBOR implementation plans
• These plans contemplate not only the outbound investments but also domestic
investments, e.g., investments in logistics hubs in China
− Banks
• China Development Bank has set up a database of over 900 projects in 60
countries CDB may fund, which would require investments of more than
US$890 billion
• CITIC Bank, a China state owned bank, will set up its own OBOR fund of
RMB400 billion solely for investments in OBOR projects
− Enterprises
• Chinese enterprises’ investments in OBOR countries amounted to US$10.73
billion for the first 8 months of 2015, representing an increase of 48.2% as
compared with the same period in 2014
Specific Efforts
CHINA’S ONE BELT ONE ROAD INITIATIVE
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Key Sectors
CHINA’S ONE BELT ONE ROAD INITIATIVE
Transport and Advanced Manufacturing
Infrastructure
Financial and Professional Services
Energy and Natural Resources
Agricultures
E-commerce and Logistics
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Potential Business Models for Foreign Investors
CHINA’S ONE BELT ONE ROAD INITIATIVE
EPC
JV
PPP
Professional
Services
Technology
Transfer &
Licensing
Equipment
and Goods
Supply
Investment
Funding
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Specific Sector Opportunities
CHINA’S ONE BELT ONE ROAD INITIATIVE
Transport and Advanced Manufacturing
− China is seeking to accelerate its transition from traditional manufacturing to a
more innovative and advanced model so as to reposition itself in the global
supply chain
− Opportunities for foreign investors include:
• aviation: training programs (e.g., for general aviation services including
operations maintenance and training), airport construction, airport
equipment procurement, private and executive flights
• rail: consultancy and legal services, project management expertise,
technology (e.g., for subsystems and parts)
• automotive: design and R&D, key parts, products and technology
• construction equipment
• marine: onboard equipment for cargo ships, ship design, technology for
alloy ships, equipment for deep-sea and oil and gas exploration
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Specific Sector Opportunities
CHINA’S ONE BELT ONE ROAD INITIATIVE
Infrastructure
− A key focus of domestic OBOR infrastructure development is to improve
connectivity between Western regions such as Chongqing, Gansu, Qinghai,
Shaanxi, Sichuan, Xinjiang and Yunnan, and external trade routes
− Opportunities for foreign investors: feasibility studies, master planning, project
management, landmark building design, project management
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Specific Sector Opportunities
CHINA’S ONE BELT ONE ROAD INITIATIVE
Financial and Professional Services
− Ventures along the routes will require a lot of financing to fund infrastructure
projects, as well as a range of advisory services to support their development,
for example, legal companies will find opportunities to advise on PPP projects.
We also anticipate significant M&A activities
− Opportunities also will exist to partner with Chinese financial institutions, e.g.,
on 29 October 2015, China Foreign Exchange Trading Centre signed an MOU
with Deutsche Börse AG to set up a joint venture in Germany, which will issue
RMB-denominated products in Europe
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Specific Sector Opportunities
CHINA’S ONE BELT ONE ROAD INITIATIVE
Energy and Natural Resources
Significant OBOR opportunities will arise in this field, building upon the already
extensive connectivity
Oil and Gas
China is forecast to account for the greatest global increment demand for oil over
the next 20 years. China is keen to secure stable supply sources
Nuclear Power
China is pushing hard to export to its “Hualong One” nuclear reactor technology.
The Western’s mature technology in life extension, waste treatment and
decommissioning is still interested to Chinese investors
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Specific Sector Opportunities
CHINA’S ONE BELT ONE ROAD INITIATIVE
Agriculture
− OBOR will stimulate agricultural cooperation within China and between
neighbouring countries. China is seeking to build a global food supply chain to
meet its rising domestic demand for food, particularly protein
− There are numerous opportunities for cooperation in western areas such as
Xinjiang, Ningxia, Shaanxi and Gansu, which have abundant agricultural
resources but lack advanced agricultural technology and management skills, and
whose agricultural productivity and efficiency is comparatively low
− China has signed agriculture related MOUs with ten OBOR countries, including
Russia and Mongolia, whilst cooperation channels have been established with 20
countries, including Kazakhstan and India, which will reduce the cost of
inspection and quarantine, and facilitate the trade of agricultural products
− For instance, Xinjiang is planning to establish joint agricultural demonstration
parks with Kazakhstan, Tajikistan and Turkey
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Specific Sector Opportunities
CHINA’S ONE BELT ONE ROAD INITIATIVE
E-commerce and Logistics
E-commerce and logistics are set to play a significant role in OBOR, both
domestically and cross-border
Logistics Hubs and Networks
A number of provinces are already developing logistics hubs, which will
provide overseas companies with efficient access to markets in and outside China,
as well as opportunities for firms in logistics management, cold chain storage and
logistics training
International Expansion
All the Chinese platforms are pushing to expand internationally, especially along
the OBOR routes. Alibaba has stepped up its operations in Russia, bought Indian e-
commerce companies and opened a “trade facilitation centre” in India to provide
import and export services for Indian SMEs, as well as partnering with Yahoo and
others in Japan, and a number
of other e-commerce businesses large and small have taken similar steps in the
past five years
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− Uncertainty as a result of Chinese governmental authorities
• National Development and Reform Commission
• Ministry of Commerce
• State Administration of Foreign Exchange
• State-owned Assets Supervision and Administration Commission
• Time
− Uncertainty associated with foreign regulatory approvals
• Foreign governments’ approvals regarding market entry
• EU Competition Commission
Disadvantages for Chinese Outbound Investors
CHINA’S ONE BELT ONE ROAD INITIATIVE
Uncertainty as a result of governmental approvals
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Disadvantages for Chinese Outbound Investors
CHINA’S ONE BELT ONE ROAD INITIATIVE
NDRC
•Before making a binding offer: a project information report shall be filed with NDRC if the total
investment amount from Chinese investors exceeds US$300 million
•Before closing: an approval with NDRC shall be obtained if the investment involves a “sensitive”
country/region or industry sector
MOFCOM
•Deal involving a “sensitive” country/region or industry sector will be subject to approval of
MOFCOM
FX
Registration
•qualified commercial banks are delegated with the authority to register foreign exchange
transactions in connection with an outbound investment
Uncertainty as a result of governmental approvals
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− EU Merger Control: whether Chinese SOEs should be deemed as acting as one
entity / independence of Chinese SOEs (case study: joint venture between DSM
and Sinochem)
− UK takeover panel: regulatory approvals from Chinese regulatory authorities
could be "self-imposed" conditions (case study: proposed acquisition of Caledon
Resources plc by Guangdong Rising Asset Management Co. Limited)
− Anti-Bribery Laws
• UK: Bribery Act 2010
• Germany: Criminal Code and Anti-Corruption Act 1997
• India: Prevention of Corruption Act 1988
− France: national security review
− Germany & UK: anti-money laundering
− Germany: labour law considerations
− Poland: pricing and competition
− India: tax
Foreign Regulations
CHINA’S ONE BELT ONE ROAD INITIATIVE
Uncertainty as a result of governmental approvals
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− No overseas assets
− Enforceability of a foreign counterparty’s rights against Chinese investors
− Dispute resolution: litigation/arbitration (New York Convention)
− Case study: Hinkley Point C Project
Enforceability against Chinese Investors
CHINA’S ONE BELT ONE ROAD INITIATIVE
Enforceability of Chinese investors’ payment obligations
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Key Issues to Consider
Cultural Gap
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Political
Instability
Territorial
Dispute
Unsolved
Economic
Vulnerability
Legal
Inconsistency
Corruption/Local
opposition
Key Issues to Consider
China Premium
− “China premium” for approvals from Chinese governmental authorities
− Break fees
Country Risks
OBOR is not only an economic initiative,
but also a major geopolitical one. The
diversity and different economic and
political situations of countries along the
routes inevitably mean there are inherent
risks, ranging from the fundamental legal
and financial challenges for accessing new
foreign markets to political or social
instability and regional disputes.
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− business-friendly environment:
• a Hong Kong holding structure provides greater familiarity, and protection, than a
direct shareholding in a mainland Chinese company or joint venture
• absence of foreign investment restrictions and foreign exchange controls
• free trade and level playing field: Hong Kong remains a free port
− robust legal regime: stable, mature and accessible legal system based on common
law and supported by an independent judiciary
− friendly tax regime: low and simple. Hong Kong’s tax system operates on a source
basis, where only Hong Kong-sourced income is subject to Hong Kong profits tax
(16.5%). Hong Kong also benefits from favourable PRC tax treatment for dividends,
interest, royalties and capital gains
− RMB capability: Hong Kong is a key offshore RMB centre, supporting growth in RMB
bonds, loans and equity products
− access to a mature capital market with a natural China nexus
− the half-way house: comfortable gateway for both international investors and
Chinese business partners
China inbound investment – why Hong Kong?
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China’s outward FDI now over USD100 billion and increasing at a compound
annual growth rate (CAGR) of 16%
Almost 60% of Chinese outbound investment flows through Hong Kong
Reasons for investing through Hong Kong
− mature fund raising platform: well-established and regulated equity and
bond markets with the financial infrastructure to process HKD, USD, and Euros,
and provide facilities for mainland entities to raise funds in these currencies
including access to a lucrative, mature IPO market.
− capital management: once established, easier for Chinese enterprises to
manage and deploy funds offshore without the regulatory hurdles faced
onshore
− financial risk management: multicurrency platform enables mainland
enterprises to manage their investment risks when engaging in overseas
investment
China outbound investment – why Hong Kong?
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− financial services: Hong Kong provides corporate finance services to mainland
enterprises seeking to raise funds at a lower cost while spreading the sources of
funding
− IP protection: more reliable and sophisticated than mainland China
− human capital: access to a large pool of skilled, internationally trained and
multi-lingual professionals
− cultural factors: mainland Chinese investors are familiar and comfortable with
Hong Kong as a platform for outward investment; favoured destination for
offshoring assets
Outbound investment – Why Hong Kong?
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To Foreign Investors:
− Massive business opportunities to foreign investors (co-investment, supply and
professional services)
− Conduct your due diligence
− Understand Chinese partners and the obstacles they face
− Engage the right legal advisor who understands both the Chinese investors and
international practice, and can effectively bridge the cultural gap
To Chinese Investors:
− Conduct feasibility, synergy and cost-benefit analyses
− Plan for post-deal implementation and integration
− Instruct advisers early
− Due diligence
• Including legal, regulatory, tax and financial
• Sensitivities around sectors (e.g., national security) or countries (e.g., Iran
sanctions)
• Differences in union activity and labour rights
• Awareness of bribery and corruption issues
− Special considerations for SOEs
− Use appropriate investment protection mechanisms
− Contractual, investment treaties, insurance
Recommendations
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Matching your footprint in China
− Eversheds is recognised as one of the leading international full service law firms in
China. Our offices in China work closely with our international network as a single and
completely integrated team
− Our China practice is made up of over 60 lawyers, working across offices in Beijing,
Shanghai and Hong Kong and offering a combination of technical skills, market expertise,
cultural awareness, linguistic capabilities and commercial judgement. Together with
experts on China based in our London and Paris offices, we will deliver a total solution to
all your legal needs
− We act as trusted advisor to major MNCs, international banks and financial institutions,
professional services companies, state-owned and private PRC companies, government
and regulatory bodies
− Our lawyers in our China offices are almost all Chinese nationals, many of whom have
been educated overseas. This is extremely valuable as we are able to understand and
relate to our clients, whilst providing a first rate international service
− We have experts with abundant wealth of on-the-ground experience to help you to
understand the intricacies of Chinese culture, navigate business obstacles and avoid
common pitfalls
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− Your activities and operations in China can benefit from our local expertise
and global presence
− Our wealth of experience of practising in China and commerciality in complex
jurisdictions enables us to provide cross-border advice on regional or global
matters. We understand local laws, business culture, customs and languages,
whilst not losing sight of international considerations
− Our China practice covers the full range of legal services including corporate
and M&A; commercial; capital markets; financing; competition and anti-trust;
dispute resolution; compliance and anti-bribery; and human resources
− Whilst we have capability across a wide range of sectors we take pride in being
leaders in energy and natural resources; transport and logistics; diversified
industries; financial institutions; hospitality and leisure; technology and
telecoms; consumer and retail; and food and drink
Our expertise
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Our key areas of practice in China include:
Litigation and Dispute
Management
M&A
Compliance and Regulatory
General
Corporate
IP
Debt and equity capital
markets
Private Equity and Restructuring Commercial Contracts
Technology
Insolvency
Employment
Banking and Finance
Key areas of practice
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Jay Ze
Chief Representative and Partner, Beijing
Head of China Corporate Practice
M: +86 137 1751 7779
E: jayze@eversheds.com
Jay is Eversheds’ Head of China Corporate Practice. Jay is also
the chief representative and a partner of the firm’s Beijing
office. He is a qualified solicitor of England and Wales.
Jay has extensive experience in cross-border mergers and
acquisitions, private equity transactions, investment funds,
joint ventures and corporate finance. Since 2000, Jay has
been involved in representing Chinese state-owned
enterprises and large private companies in relation to their
international joint ventures, mergers and acquisitions and
international fund raisings. He also advises international
corporations, financial institutions and investment funds in
connection with their direct investments and private
placements in China and Europe.
Prior to joining Eversheds, Jay worked for leading international
law firms including Gibson, Dunn and Crutcher in London, and
Skadden Arps and Uría Menéndez in Beijing, focusing on
cross-border mergers and acquisitions and private equity
transactions. He writes frequently on M&A and corporate
finance and has published papers and articles on China Law
and Practice, Global Legal Insights, law360.com, the Journal of
Business Law and Lloyd's Maritime and Commercial Law
Quarterly.
Jay studied law at Bristol University and Oxford Institute of
Legal Practice. He also studied business at Thunderbird – The
American Graduate School of International Management. Jay’s
native language is Chinese. He is fluent in English.
Client testimonials
“We have relied on Jay Ze to help us solve strategic and
difficult issues that really matter to us. Leveraging his vast
cross-border M&A experience, Jay guides us through the
challenges of negotiating with a sophisticated multinational
company in an extremely complicated, large and politically
charged transaction. Jay has demonstrated that he is a first
class M&A lawyer, and a trusted adviser with superb
commercial acumen and judgment.”
Senior Project Team Members,
A Leading Chinese State-Owned Enterprise
Peer comments
“Eversheds opened its Beijing Office in May 2013 as a
“greenfield” operation. Jay Ze has been instrumental in the
successes that we have achieved in Beijing. He has a “can
do” attitude, a tenacious approach to business development
and demonstrates an acute awareness of how to do business
in China. Jay’s skills came to the fore in how he identified
and then won the mandate to act for China National Nuclear
Corporation on its investment in the Hinckley Point C Nuclear
Power Station. This is a complex and significant
transaction/deal value (£20bn+) that underscores Eversheds
strategy in Beijing to target outbound investment
opportunities. The deal is tangible evidence of the first class
entrepreneurial and legal skills possessed by Jay Ze and his
ability to make an impact in Eversheds’ global business.”
Stephen Kitts,
Asia Managing Partner, Eversheds
Best in Cross-Border M&A – China
Acquisition
International
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Jay’s recent experience includes advising:
Mergers and Acquisitions
China Related Outbound Transactions
− China National Nuclear Corporation in its ongoing joint venture
with EDF to construct, develop and operate the Hinkley Point C
nuclear power project in the UK with a total investment of more
than £20 billion
− China National Nuclear Corporation in its proposed acquisition
of a 66% equity stake in Slovenské elektrárne from ENEL for
approx. US$2 billion
− Beijing Gas in its proposed acquisition of a 49% equity stake in
Gaspetro from Petrobras for approx. US$600 million
− Manchester Airport in its joint venture with Beijing Construction
Engineering Group and other investors to build Airport City, a
£800 million business district project in the UK
− Haier Group in its proposed US$300 million acquisition and joint
venture in Brazil
− Goldwind International Ltd. in its international investments and
acquisitions (as its sole global counsel)
− Beijing Enterprises Water Group in its acquisition of CGEP,
Veolia Water’s water and wastewater treatment subsidiary in
Portugal, for approximately €100 million
− Jin Jiang Group (a stated-owned hotel group) in its proposed
takeover of NH Hoteles, a hotel chain publicly traded on Madrid
Stock Exchange of Spain
− China XD Group in its $1.2 billion international joint venture with
GE
− Beijing Automotive Group Co., Ltd. in its successful auction bid
for Inalfa Roof Systems Group B.V. from AAC Capital Partners and
Parcom Capital for €210 million
− Legend Holdings in its acquisition of certain farms in Latin
America
− JA Solar Holdings Co., Ltd. (a NASDAQ listed company) in its
acquisition of Silver Age Holdings Limited for US$200 million
− JA Solar Holdings Co., Ltd. in its acquisition of a majority stake
in a California corporation
− Risen Energy, a PRC listed company, in its proposed acquisition
of a US private company from a financial seller
− consortium of private equity investors in its proposed investment
in a Li Ning Company Limited (a Hong Kong listed company)
− CDH Investments in its proposed acquisition of a multinational
corporation
− China-Africa Investment and Development Co., Ltd. in its
proposed takeover of an AIM listed company
− A PRC company in its proposed HK$6.9 billion takeover of China
Oriental Group Company Limited (a Hong Kong listed company)
China Related Inbound Transactions
− Broadcom Corporation in its US$3.7 billion acquisition of NetLogic
Microsystems, Inc.
− Outokumpu Oyj in its purchase of ThyssenKrupp AG's stainless steel
business for €2.7 billion (US$3.5 billion)
− IAC/Match.com in its pre-IPO strategic investment in Zhenai.com
− American Express in its US$125 million pre-IPO strategic investment
in Lianlian Pay Inc.
Non-China Related Transactions
− Equest Balkan Properties plc in its disposal of the City Center Sofia
Mall in Bulgaria to Heitman European Property Partners III for €101.5
million
− A leading US defense company in its proposed acquisition of a
leading UK technology company from Alchemy Partners for US$600
million
− Providence Equity Partners in its proposed acquisition of the product
testing unit of Bodycote PLC for £500 million
− Arcapita in its proposed acquisition of a portfolio of hotel assets in
France for €300 million
− Aktiva Holdings B.V. in its proposed US$100 million investment in an
oil and gas joint venture in Northern Iraq
− Stroz Friedberg Inc. in its acquisition of the entire share capital in
Data Genetics International Limited for £5.6 million
− Kuwait Petroleum Corporation Energy Venture in its investment in
a clean-technology company owned by Ford Motor Company
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− SES S.A., the world's pre-eminent satellite group, in relation to the
disposal of its entire 34% interest in AsiaSat (listed on the Hong Kong
Stock Exchange) as part of the exchange transaction between SES and
General Electric Capital
− First Choice Holidays PLC in its multi-jurisdictional acquisition of the
Pacific World group of companies in Hong Kong, China, Thailand,
Singapore, Malaysia, Indonesia, Vietnam and Cambodia
Capital Markets
− Yunnan Water Industry Investment and Development Co., Ltd. in
its ongoing Hong Kong main board IPO
− Sinopec in its US$3 billion 144A/Reg S offering of senior unsecured
notes (voted “2013 Deal of The Year” by China Business Law Journal)
− Vallar PLC (an investment vehicle of Nathaniel Rothschild) in its £707.2
million ($1.07 billion) IPO and listing on the London Stock Exchange
− MW TOPS Limited, a hedge fund, in its €1.5 billion IPO and listing on
Euronext Amsterdam (Deutsche Bank, Goldman Sachs and Morgan
Stanley acted as global coordinators and bookrunners)
− Merrill Lynch and UBS as financial advisers, sponsors and
underwriters in the demutualization and £4.65 billion IPO and London
Stock Exchange listing of Standard Life plc
− Fortune Brands in its dual tranche issue of €800 million bonds listed
on the London Stock Exchange
− Trainline Holdings Limited in its proposed £150 million IPO and
listing on the London Stock Exchange
− JP Morgan and UBS as joint global coordinators in the HK$2.66 billion
IPO of China BlueChemical
− ABN AMRO as lead manager in an A$2 billion RMBS listed on the Irish
Stock Exchange
− Barclays Capital and Deutsche Bank as joint lead managers in a £1
billion equivalent of multicurrency RMBS (listed on the London Stock
Exchange) by Paragon Mortgages
− Royal London as issuer in a £400 million upper tier 2 regulatory capital
issue
− London & Regional as issuer in a £235 million CMBS listed on the Irish
Stock Exchange
− Windermere Private Placement as issuer in a €275 million CMBS by
way of a private placement
Investment Funds
− a sovereign wealth fund in its €200 million investment in
Blackstone’s €3.1 billion European real estate fund (BREP Europe III
L.P.)
− a sovereign wealth fund in its acquisition of Merrill Lynch's €170
million limited partner interest in Bosphorus Real Estate Partners I
L.P.
− AGC Equity Partners in its purchase of limited partnership
interests in BC Partners and Thomas H. Lee Fund
Banking and Finance
− China Development Bank in its proposed financing to the Hinkey
Point C nuclear power project in the UK with a total investment of
more than £20 billion
− China Development Bank in its US$375m loan to Telefónica, a
Spanish telecom company
− China Construction Bank in establishing its branch in Spain
− Chinasoft International as borrower of a US$150 million
syndicated loan facility
Publications
− “Electricity Regulation – China”, Getting the Deal Through –
Electricity Regulation 2015
− “Opening the Gates for Outbound Investment”, China Law and
Practice, July 2014
− "China Mergers & Acquisitions", Global Legal Insights (2011) -
Mergers & Acquisitions Vol. 1
− "The AIFM Directive: Implications For Non-EU Managers", Law360,
25 August 2010 at law360.com
− "Protecting China ODI - Minority Shareholder Rights", Asia Law &
Practice, January 2010
− "Underwriters and Fiduciary Duties", Journal of Business Law, Sweet
& Maxwell, March 2007
− "Anticipatory Breach of Contract-the PRC System and English
Comparisons", Lloyd's Maritime and Commercial Law Quarterly, May
2005
40. 40
Eversheds LLP | 25/11/2015 | CHINA’S ONE BELT ONE ROAD INITIATIVE
Recent Awards:
Best in Cross-Border M&A – China
Acquisition
International
41. 41
Eversheds LLP | 25/11/2015 | CHINA’S ONE BELT ONE ROAD INITIATIVE
Charles Butcher
Partner, M&A, Hong Kong
T: +852 2186 3275
M: +852 6333 4674
E: charlesbutcher@Eversheds.com
Charles specialises in international M&A and private equity.
Based in Hong Kong since 2007, Charles’ practice focuses on
regional and international cross-border transactions and
investments. He has represented clients on acquisitions,
disposals, joint ventures, restructurings and financing
transactions throughout the Asia-Pacific region including in
Greater China, India, Singapore, the Philippines, Indonesia,
Thailand, Vietnam, Malaysia, Japan, Korea, Mongolia and
Australia, and on outbound investments across the globe
including in Europe, Africa and the Middle East.
Charles has extensive experience leading multi-jurisdictional
projects and providing structuring, restructuring and strategic
advice to international corporate, institutional and private
equity clients.
Charles has particular industry experience in the energy and
natural resources, industrials, TMT, life sciences and financial
services sectors. He is strongly results driven and committed
to finding practical, innovative and commercial solutions for
his clients.
Client testimonials
“very efficient, very reactive, very clear in his explanations,
and a good negotiator."
Chambers Asia (2015)