Asialaw Profiles
The Guide to the legal markets of the Asia-Pacific

Linklaters is well known in greater China for its leading debt, equity, derivatives and structured products practices. As one partner at a rival firm notes: “Linklaters is one of those few firms that is strong on all fronts. It has strong relationships with underwriters, and is known for quality.”

Last year, one headline deal was representing Glencore in the world’s first simultaneous London primary and Hong Kong secondary listing. The transaction demonstrated Linklaters’ multijurisdictional capability, as the firm served as UK, US and Hong Kong counsel. Following its huge IPO, Glencore had a US$60 billion market capitalisation.

Partners Robert Cleaver and Teresa Ma are known as leading lawyers in the capital markets space.

Magic circle firm Linklaters is known for its leading China M&A practice. “We use other magic circle firms for general China advisory work, but for strategic projects we go to Linklaters,” says one client. “Our relationship with the firm is very close and we are valued as a client. I’d rate Linklaters ‘five out of five’ for technical ability as it really knows its stuff and gives very practical and commercially-sound advice. You know how investments in Chinese financial institutions can be. Generally, there are a lot of issues arising from such projects, so we turn to the firm for a legal/regulatory perspective. The partners are also accessible and committed. For example, one partner attended all of the negotiations with our team.”

Linklaters’ strong relationships with clients have led to major mandates, including some notable M&A transactions with international and PRC banks. For example, the M&A team recently advised Credit Suisse and Shenzhen Development Bank on the latter’s merger with Ping An Bank. The transaction signalled the largest banking restructuring transaction in China with a value of US$4.4 billion.

Partners Teresa Ma and Thomas Ng are well regarded in the market.

Clients have high praise for co-head of Linklaters’ Asia Pacific banking and restructuring group Trevor Clark. “We rate Trevor Clark’s team very highly,” says one. “Their technical skills are excellent. They are highly approachable, high quality people. Linklaters is the team who is highly innovative in finding solutions to problems. It has people who are senior, experienced and at the leading of their game.”

Partner Thomas Ng is a leading lawyer in the firm’s banking practice. Meanwhile, banking partner David Irvine led a Linklaters team on the innovative Project Halo deal, which was one of the first internationally syndicated leveraged finance deals to close in Asia in 2011. The deal was also the first joint bank loan and high yield bond acquisition financing to be seen the region in years.

The Linklaters also advised Merrill Lynch, Goldman Sachs, Nomura and Standard Chartered Bank as arrangers on the leveraged financing for the acquisition of Hyva International by Unitas Capital and NWS Holdings.

Clients appreciate Linklaters for its leading technical prowess, its relationships with Chinese and international financial institutions, and its ability to foster good relationships with clients. One client says: “Linklaters is our go-to lawyers for international transactions. The firm is technically superb, very commercial and has a grip on the important issues. It also has a passion for giving the right advice to clients. The firm leaves no stone unturned.”

In a highlight private equity-related M&A transaction, partner Keith Johnson advised Lone Star in the sale of its KRW4 billion (US$4.7 million) 51% interest in Korea Exchange Bank (KEB) to Hana Financial Group. As this was the third time that Lone Star had agreed to sell its interest in KEB, the sale generated a huge amount of media attention.

Linklaters is known for its strong relationships with financial institutions in Hong Kong, and it is from these relationships that the firm garners most of its dispute resolution mandates. For example, it represents all of Hong Kong’s leading investment banks on counterparty disputes and regulatory investigations.

The Hong Kong office is fortunate to have Marc Harvey leading his litigation pratcice. Harvey also serves as the firm’s global head of litigation and has extensive experience in corporate finance disputes.

When it comes to arbitration, Linklaters stands out because of its know-how in working through regional arbitration tribunals and alternate dispute resolution channels in greater China. The team also has particular experience in fraud litigation work.

Harvey recently led the disputes team representing Standard Chartered Bank in its settlement with the SFC and HKMA in connection with the bank’s distribution of Lehman equity-linked notes.

Linklaters’ employment practice in Asia primarily focuses on helping international clients to make smart decisions and develop strategies for employing personnel in Hong Kong and China. The employment team specialises in helping clients who are hiring across multiple jurisdictions to minimise risk. In one recent example, Linklaters’ employment and incentives team represented The Royal Bank of Scotland Group on the sale of its RBS NV businesses in India to HSBC.

Magic circle firm Linklaters has arguably the best bengoshi team among foreign firms in Japan, pioneered by partner Akihiro Wani. Combining this with the firm’s international network and a roster of star foreign law partners, such as Andrew Carmichael, Christopher Bradley and Peter Frost, Linklaters has established a formidable presence in the banking and finance space. “The people I have worked together with are very diligent and are always trying to see everything from the viewpoint of myself and the people sitting on the other side of the negotiation table,” notes one client.

The firm is proud of its ability to act on some of the market’s most complex and innovative transactions. In one deal, Carmichael advised Nomura Holdings as sole bookrunner in the international offering of common stock by JVC Kenwood. As the company is a holding company, established in October 2008 through a management consolidation of JVC and Kenwood, it has limited financial history. The Linklaters team had to prepare detailed historical financial information for the company and also for its subsidiaries.

The impressive Japanese and international law practices at Linklaters is an invaluable asset to clients, especially in today’s Japanese market when more companies are expanding overseas. “The strength of Linklaters is its global service network as well as strong support from Japanese domestic lawyers,” says one client. “Japanese clients sometimes suffer because of their lack of cross border experience. In such a case, support from the firm’s Japan office is much appreciated.”

Partner Hideo Norikoshi is advising NTT on its offer for South African IP firm Dimension Data for £2.12 billion (US$3.5 billion). When completed, this will be the largest acquisition of an African company by a Japanese buyer. Linklaters’ global footprint can also be seen in other transactions that involve entities in Germany, Italy, Hong Kong and Thailand, to name just a few.

Drawing on its expertise in banking and structured finance, Linklaters is getting more market recognition for its finance and funds work. “The firm has good experience and expertise in real estate financing in Japan,” says one client. Its ability to advise on Japanese and foreign law is another asset highly valued by clients. In the past year, the team has advised on deals that involved complex structures and intensive negotiation.

Linklaters’ capital markets practice is led by partner Wilailuk Okanurak, who also serves as head of the M&A group. Partner Pichitpon Eammongkolchai is also a leading lawyer at Linklaters, which is known for its ability to work on the leading capital markets transactions as well as the most complex types of syndicated loans.

For capital markets work, Linklaters has been involved in block trades and debt capital markets transactions over the past year. In one major deal, the team recently represented Credit Suisse, Merrill Lynch, UBS and Phatra Securities as underwriters on Siam Cement’s Baht 33 billion (US$1.1billion), 15.59% stake in PTT Chemical.

Linklaters also represented Bangkok Skytrain operator BTS on a complex Baht 10 billion (US$333 million) letter of credit-backed convertible bond issue.

Linklaters’ Bangkok office is said to provide a “safe pair of hands” for clients working on capital markets transactions of all levels. Clients praise the firm’s service and capability, with one saying: “We greatly appreciated the quality and accuracy of advice from the Linklaters team. The backing of its international network proved to be very useful.”

Leading partners Pichitpon Eammonkolchai and Sutthipong Koohasaneh are very well regarded. “We appreciate the accuracy of their analysis and opinions, and their ability to provide innovative solutions in a challenging context,” says one client. “Collaboration with them was smooth and productive.”

Last year, the Linklaters M&A team represented ArcelorMittal on its proposed 40% acquisition of Thai-listed G Steel. ArcelorMittal will be the largest shareholder of G Steel after an agreement of US$250 million for the acquisition, and a US$500 million credit facility agreement.

Linklaters has a strong stake in real estate developments in Thailand as a result of its known prowess in finance work. Department head Pichitpon Eammongkolchai is highly regarded for advising on real estate transactions with complex financing components. Last year, the firm represented Pramerica, via its ASPF II Ananda 2 GmbH real estate fund, in the disposition of all its shares and subordinated loans in Ananda Development Two Company to majority shareholder Ananda Development Company.

Linklaters’ project finance team is led by experienced partner Wilailuk Okanurak and is known for its skill on energy and chemical projects in Thailand and across the region. The firm’s M&A team, with its capability on complex of transactions, is a key asset to the firm’s projects and energy work.

Linklaters is advising a Thai power company in its potential acquisition of a 49% interest in 1,200-MW coal fired power plant in Vietnam. The deal, valued at approximately US$300 million, involves obtaining approvals from the Vietnamese Government and transferring the project to a new entity set up by the clients.