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

Shearman & Sterling’s greater China capital markets practice was recently bolstered by the addition of a Hong Kong law practice. In 2010, partner Shuang Zhao joined Shearman’s team where she will bring experience representing investment banks on Nasdaq and NYSE IPOs, Rule 144A/Reg S offerings, and on Hong Kong IPOs.

Over the last year, Beijing-based partner Alan Seem, and Hong Kong-based partners Colin Law and Peter Chen, led the HK$1.1 billion (US$141 million) Hong Kong listing of China-based oil field services provider MIE Holdings.

Clients have good things to say about the firm’s capital markets capability. “Shearman’s capital markets partners are fair, reasonable, and professional,” says one client. “I feel happy to work with them. It is a very well-integrated global team and is extremely responsive in these kinds of cases. In offerings, every hour counts, so the firm was pretty impressive.”

Matthew Bersani and Kyungwon (Won) Lee are also top banking and finance partners.

Shearman & Sterling’s China M&A team is particularly well regarded for its capability on international inbound and outbound transactions with a US law element. Managing partner Lee Edwards heads up this leading M&A practice. One client praised the offering, saying: “The M&A team is very good and provides quick responses.”

The firm’s addition of a Hong Kong law practice in early 2010 has helped it to develop its overall Greater China offering.

Shearman & Sterling has also been a firm of choice for Chinese companies looking at going-private transactions. Partner Gregory Puff is very experienced, and recently advised the Special Committee of China Security & Surveillance Technology in a potential going-private transaction. In analysing a potential deal, the board of directors of the Shenzhen-based company received a non-binding proposal from its chairman and CEO to gain 100% of the common stock shares not already owned by the CEO.

Shearman & Sterling is well known in the energy and natural resources space for its robust relationships with leading project finance entities and deep projects experience. The firm boasts long term clients such as IFC and ADB, and regularly advises them on their major investments in projects across China and Southeast Asia. Leading projects partner and Shanghai head Andrew Ruff has over a decade of experience on regional projects work.

Most recently, the firm represented leading PRC financial entities on investments in outbound energy and natural resource projects. Shearman’s clients include Sinosure, China Exim, Bank of China and China Development Bank. In one high profile project, a Shearman team represented mandated lead arrangers Societe Generale, KfW, Bank Muscat, Bank of China, SMBC, HSBC, WestLB, OCBC, ICBC and Bayerische Landesbank on the development of the 1,500MW gas-fired Sur IPP in Oman. This was valued at US$1.8 billion.

Shearman & Sterling bolstered its capital markets offerings this year with the addition of partner Shuang Zhao, who will bring Hong Kong law capability to the firm. Already strong on the US law side, the firm’s Hong Kong law practice will allow it to be more of a one sleading shop for clients.

“Shearman’s capital markets partners are fair, reasonable and professional,” says one client. “I feel happy to work with them. It is a very well integrated global team. It is extremely responsive on offerings and, as every hour counts, that is pretty impressive.”

The M&A team at Shearman & Sterling is known for its ability to execute complex US law deals. Key partner Paul Strecker receives high praise from clients. “He was our point person for our deal and he did an exceptional job of harnessing the firm’s resources and getting a successful transaction done,” says one client. “We were very satisfied with the firm’s knowledge, expertise and innovation in being able to solve issues. It had had specialist teams to handle M&A, multi-jurisdictional taxation, employment issues, public disclosures and fund specialists.”

In 2010, Shearman’s Hong Kong M&A team represented Mascot Land and its shareholders in the sale of HK$3.36 billion (US$430 million) of shares to a Hong Kong listed company.

Led by managing partner Masahisa Ikeda, Shearman & Sterling has a robust capital markets practice in Japan and the firm acted on a number of securities offerings in the past year. Some sample transactions include advising eAccess on its high yield bond offering in April 2011 and representing Sumitomo Metal Industries on all of its US capital markets work in connection with the business combination with Nippon Steel Corporation.

“We relied on Shearman & Sterling a lot. It understands our company’s status on negotiations and proposes what to do. In that sense, the firm is very responsive,” says a client. Acknowledged by peers of having a “legitimate M&A practice”, the firm stays in the top tier of the rankings for another year.

A dedicated M&A specialist, Ken Lebrun advised Mizuho Corporate Bank on its March 2011 acquisition of Eurekahedge, a Singapore-based company providing hedge fund research and data services. Another deal highlight saw him represent AHA in the US$481 million tender offer for and management buyout of Sazaby League. Managing partner Masahisa Ikeda is also actively involved on some of the firm’s M&A deals.

Shearman & Sterling’s capital markets team has had a good year, being mandated on a number of innovative deals.

Most notably, the firm assisted CIMB, Deutsche Bank, and Morgan Stanley as joint global coordinators in connection with Petronas Chemicals Group’s US$4 billion Rule144A/Regulation S IPO and listing on Bursa Malaysia. The deal was the largest IPO ever in Southeast Asia.

The Singapore team was boosted by the addition of US capital markets partner Andrew Schleider, who transferred from New York in 2011. Other names of note in this sector include David Curtiss.

In banking, a firm team led by managing partner and practice head Bill McCormack and partner Sanja Udovic continues to advise the MAS on a variety of its derivative transactions. This includes assisting with the development of MAS’ forms of the 1992 and 2002 ISDA Master Agreement Schedules, advising on its hedging transactions, credit support arrangements and collateral management arrangements, as well as the closing out of its derivatives with a number of Lehman entities following the Lehmans collapse in September 2008.

Shearman & Sterling’s M&A team “thinks outside the box”, says one client.

It has certainly been a strong year for the practice, with the firm advising on a number of high profile and innovative deals. These include Tiger Group Investments’ US$5 billion joint venture with The Carlyle Group and AES’s sale of 30% of its interests in the Mong Duong 2 Power Project.

Clients speak highly of M&A associate Shirin Tang, who relocated from the firm’s New York office in April 2010. One satisfied client describes her as “excellent, to the point, and business minded”. “Her drafting was amazing,” adds another. “She is not a partner yet but I’m sure she will be soon.”

The team was also boosted by the arrival of M&A specialist Tiffany Hill in March 2011. This year, Hill assisted Bally in its acquisition of 80% of the shares of Bally Japan.

Tang’s recent experience includes representation of sanofi-aventis in the US$521 million acquisition of BMP Sunstone. She also advised Saudi Basic Industries in its acquisition of the GE Plastics business division of General Electric, and Industry Funds Management in its acquisition of CITGO Petroleum’s 15.8% interest in Colonial Pipeline.

Other notable contacts in the team include Singapore office managing partner Bill McCormack, M&A partners Greg Puff and Paul Strecker, who split their time between Singapore and Hong Kong, and Singapore partner Sanja (Sonny) Udovicic.

From LNG facilities in Egypt to petrochemical plants in China, Sherman & Sterling advises on a number of significant infrastructure projects. Being able to formulate sophisticated solutions to issues that arise in connection with projects in all major industries is a hallmark of the firm’s project development and finance team.

In one highlight this year, a firm team led by practice group head Bill McCormack represented the borrower and lead sponsor AES in relation to the project financing for the US$1.95 billion 1,240 MW coal-fired Mong Duong 2 IPP in northern Vietnam. This will be the first IPP in Vietnam to reach financial close since Phu My 3 in 2003. Senior associate Scott Baggett and associate Warren Kim are also regular contributors in this space.