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

Skadden Arps Slate Meagher & Flom

Skadden is considered one of the leading advisers on US law in Australia. The transactions handled by the firm all have an international focus to them. One notable deal last year involved advising Centro Properties Group (Australia) on its sale via an auction of its US shopping centres to The Blackstone Group.

Sullivan & Cromwell

Sullivan & Cromwell had another busy year in Australia, advising on a variety of M&A transactions for US companies. Melbourne-based partner Robert Chu “is extremely active in advising on cross border transactions”, says one client. The firm acted as US counsel to Healthscope on the US$2.9 billion recommended offer by The Carlyle Group and TPG Capital.

Skadden is known for its top US and Hong Kong law practices, and the firm is often seen advising Chinese companies on their US IPOs.

Clients praise Skadden’s capital markets capabilities, with one saying: “Skadden’s team is excellent. It is very experienced in terms of taking Chinese companies public in the US. The team drives the process. Not only did it know all of the key issues, but it is also generally the kind of excellent counsel that an in-house team looks for. The practice is very solutions orientated and the partners are clearly problem solvers.”

In the last year, Skadden’s capital markets team advised Citigroup Global Markets Asia as coordinator and sponsor of China Kingstone Mining’s US IPO and Hong Kong listing. The joint offerings were valued at US$168 million and the deal was led by partners Dominic Tsun, Jon Christianson, Alec Tracy and Li-Chien Wong.

Z Julie Gao, Peter Huang and Edward Lam are also known as top capital markets partners.

Skadden is a standout among US firms because of its top capital markets practice and market-leading M&A partners. One partner at a rival firm says: “Everybody knows and respects Nick Norris. The firm’s M&A team is top quality, and nobody would say that the firm is just a capital markets shop.”

While clients are quick to praise the firm’s technical knowledge, they claim the M&A offering provides a great deal more than just this. One says: “Where Skadden is able to provide the most value, among other firms that rank highly on technical ability, is because it understands us quite well. As a result, it is able to factor in not just technically-superior legal advice, but legal advice with business commercial aspects so that we are able to achieve our objectives.”

In the last year, partners Gregory Miao and Peter Huang led a team advising China Petroleum & Chemical Corporation (Sinopec) on its acquisition of a 55% stake in oil and gas exporter/producer Sonangol Sinopec International. The deal was Sinopec’s first ever acquisition of upstream assets overseas and was valued at US$2.5 billion.

In a blow to the practice, Nick Norris resigned from Skadden as Asialaw Profiles went to press and is due to join Kirkland & Ellis in Hong Kong later in the year.

Skadden Arps Slate Meagher & Flom has a major foothold in the China real estate market because of its top finance partners who regularly structure complex financings for developers. One satisfied client describes Skadden’s work as “superior”.

Skadden recently advised Japanese private equity fund Asuka DBJ Partners on a US$500 million financing for a retail and office property in Beijing. This was made up of a senior non-recourse loan as well as a mezzazine loan and a bridge loan. The deal was unusual in that the loans were advanced to an offshore special purpose company for bankruptcy, and the senior lenders received full offshore and onshore collateral packages. The refinancing for the debt was organised by another set of lenders, and the deal may signal increased foreign lending activity in China’s property market in the future.

Skadden also recently represented ING Real Estate Investment Management on a US$100 million non-recourse financing deal for a Shanghai logistics facility.

Ed Sheremeta and Audrey Sokoloff are both real estate and investment finance partners.

Fulbright & Jaworski

Fulbright & Jaworski brings its historical expertise on energy and natural resources transactions to its greater China practice. Experienced partner Stefan Ricketts routinely represents top energy and power companies across the region on their investments and on the development of major projects. In one transaction, Ricketts led a team that advised Husky Oil China on its gas discoveries in the South China Sea. Fulbright represented the company on drilling rig contracting, disposition and relevant importation arrangements.

Skadden Arps Slate Meagher & Flom

Skadden’s work in the energy sector is derived from its leading M&A practice and its emerging project finance team. The latter is led by partner Alan Schiffman, who garners praise from clients. “When it comes to energy project finance he’s very well versed,” says one. “He understands key terms and requirements for international companies, he understands local Chinese markets, and he can bridge the gap between the two. He’s also very knowledgeable about the Asian energy market, and gives guidance on that.”

Clients are equally enthused about the practice. “It’s a pleasure working with the firm, including its associates,” says one. “What sets it apart is not just quality of partners but also its associates as well. We are working on a one-of-a-kind transaction, and the firm has helped to structure that very well.”

WongPartnership

WongParnership’s offices in China allow the firm to advise on project transactions with leading energy providers and financial institutions. In one notable transaction, the Singapore firm represented China Aviation Oil (Singapore) in its four-year agreement with BP Singapore involving a pool of aviation cargo, fuel and gasoil supplied for select destinations across Eurasia, including China.

Skadden Arps Slate Meagher & Flom

Skadden’s M&A and capital markets practices in China garner many prominent mandates in the IT, Telco & Media sector. One client praises the firm’s work on media ECM deals, saying: “The firm is superior in all respects and delivers the best available service, quality and capability on IPOs. Julie Gao is a super lawyer.”

In one key deal this year, Skadden advised Merrill Lynch, CCB International Holdings and Macquarie Group as joint global coordinators and sponsors of ITS China’s US$106 million IPO on the HKEx. ITS China provides technology solutions for the transportation sector.

WongPartnership

Singapore-based WongPartnership boasts a strong PRC practice with offices in both Beijing and Shanghai. The firm has a long history of advising on technology, media and telecommunications projects. For example, it recently advised a regional pay television channel on a new media platforms content distribution agreement for China.

Skadden is known in Hong Kong for its well established US, Hong Kong and English law practices, which give the capital markets team a comparative advantage over other US firms who are only just beginning to target Hong Kong IPOs. When it comes to advising Chinese companies on US offerings, one client says: “Skadden’s team is excellent. It is very experienced in terms of taking Chinese companies public in the US. It really drives the process. Not only did it know all of the key issues, but it was also generally the kind of excellent counsel that an in-house would look for. It is very solutions orientated and clearly problem solvers.”

In one highlight, the Skadden team represented Citigroup Global Markets Asia as coordinator and sponsor of the China Kingstone Mining US and Hong Kong duel listing valued at US$168 million. The Skadden team includes partners Dominic Tsun, Jon Christianson, Alec Tracy and Li-Chien Wong. Julie Gao is also a very highly regarded partner at the practice.

A tier one firm in many finance related practice area, Skadden also stands out as a leading M&A practice in Hong Kong for its ability to handle complex transactions. Partner Nick Norris is well known in Hong Kong and widely respected. “We find Nick very good with regards to his knowledge,” says one client. “Usually, if we have a question, we brainstorm with him on solutions. His expertise and experience is very good.”

A partner in a rival firm says: “Nick Norris is really intelligent and always keeps a calm demeanour, even in the most difficult situations. He’s just really, really good.”

In 2010, Skadden’s M&A team represented Goldman Sachs as financial advisers to ICBC in its US$1.4 billion privatisation by way of a scheme of arrangement.

As Asialaw Profiles went to press, Nick Norris had resigned from Skadden and is due to start at Kirkland & Ellis in Hong Kong later this year.

Skadden’s dispute resolution practice across Asia is handled by the firm’s Asia Pacific international arbitration and litigation group, which provides a wide range of international dispute resolution services to clients. Experienced partner Paul Mitchard QC is based in Hong Kong, where he manages the Asia group and is also co-head of Skadden’s global dispute resolution practice. China focused partner Frances Kao relocated to Hong Kong from the firm’s Chicago office in January 2011, and her move will bolster the Hong Kong team.

The seamlessly integrated Japanese and foreign law advice on offer at Skadden is one distinguishing feature of the firm, which enables it to appear on both the local and foreign law rankings. The popular Mitsuhiro Kamiya leads the bengoshi team while Nobuhisa Ishizuka and Michael Mies are two main contacts on foreign law matters.

The firm has turned in another solid year, holding lead roles on many notable transactions. Some sample deals include representing Kawasaki Kisen Kaisha on its acquisition of a 51% interest in Air Tiger Express Companies. The firm also advised online shopping malls operator Rakuten on its US$247 million acquisition of counterpart PriceMinister. And the team worked on Hoya Corporation’s US$235 million sale of Hoya Magnetics Singapore to Western Digital Corporation.

Skadden has had a strong showing in the real estate market over the past year, advising clients on different real estate investment matters. Some of the work highlights include acting for Japanese private equity fund Asuka DBJ Partners in the financing of an office and retail property in Beijing, and representing Aozora Bank in the financing of a Japanese distressed loan portfolio. Apart from financing work, the team has also been busy establishing investment platforms and restructuring debt for various clients. Audrey Sokoloff, Paul Huff and Masahiro Shiga are key contacts in Tokyo.