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.

Sullivan & Cromwell went through an important development this year with the launch of its Hong Kong law practice. The firm recently hired capital markets partner Kay Ian Ng, formerly a managing partner at Freshfields, and counsel Gwen Wong. Kay Ian Ng in particular brings deep experience on Hong Kong law-related capital markets transactions.

One partner at a rival firm comments: “Sullivan & Cromwell has always been top in select US-related transactions for clients. It isn’t the biggest shop in town, but it is known for quality. It will be a firm to watch as it develops its Hong Kong law practice.”

In the last 12 months, the capital markets team advised underwriters William Blair & Co and Oppenheimer & Co in the US$77.4 million NYSE listing of China-based commercial vehicle wheel manufacturer China Zenix Auto International.

Sullivan & Cromwell’s M&A practice in China is lauded by clients for its quality. One client says: “We’ve worked with Michael DeSombre’s team in Asia for more strategic transactions. He is a very good negotiator and looks after our interests. The team is very dedicated to business demands, and we were really glad to work with it.”

In the last 12 months, DeSombre led a Sullcrom team representing Goldman Sachs on its proposed acquisition of the remaining 55% of the shares it did not yet own in its Australian joint venture Goldman Sachs & Partners Australia (GS&PA). The agreement defined the terms that Goldman would use to propose an offer to former and current GS&PA employee shareholders so that they could purchase their shares for an undisclosed amount.

The year 2011 was one of change for Sullivan & Cromwell, as it launched its Hong Kong law practice with the hiring of capital markets partner Kay Ian Ng and counsel Gwen Wong. Sullivan & Cromwell has always been known for its quality work on US IPOs for Asian companies, but the new Hong Kong law practice should greatly allow the firm to expand its offering to clients.

Clients praise partners Michael DeSombre, William Chua and the general M&A capability on offer at Sullivan & Cromwell.

“We’ve worked with Michael DeSombre’s team in Asia for more strategic transactions,” says one client. “He is a very good negotiator and looks after our interests. The team is very dedicated to business demands, and we were really glad to work with it.”

While not one of the largest firms in Hong Kong, Sullcrom is known for doing quality work. DeSombre recently led a firm team advising Goldman Sachs on its proposed acquisition of the 55% outstanding shares in Australian joint venture Goldman Sachs & Partners Australia.

One of the top Wall Street firms in Tokyo, Sullivan & Cromwell maintains long term relationships with many of its clients in Tokyo. “The quality of advice and response is excellent,” notes a client who has worked with the firm for more than seven years. Widely respected by peers and clients alike, partner Izumi Akai is another reason why clients keep coming back to the firm: “Akai has very good character. He is smart in the way he proceeds on a deal, with deep consideration for aspects of Japanese business culture as well as management concerns and interests.”

In a capital markets deal that tested new legal issues, Akai represented the underwriters, led by Goldman Sachs and JP Morgan, in Dai-ichi Life Insurance’s US$1.3 billion offering of step-up callable perpetual subordinated notes in March 2011. The notes were structured as hybrid securities, and this was the first instrument in Japan to use this structure.

Sullivan & Cromwell is one of the most sought after firms in Tokyo and clients enjoy working with market luminary Izumi Akai. “He is the best,” says an investment banking client, who regards the firm as his first choice for advice. “Sullivan & Cromwell is very reliable and knowledgeable, and is also well coordinated among its teams.”

Akai led a firm team advising Panasonic Corporation on its US$9.7 billion acquisition of Panasonic Electric Works and Sanyo Electric. The firm mainly assisted the client on US tender offer rules and share exchange rules. The deal is a strategic move for Panasonic to enhance its business in environmentally friendly products.