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

White & Case has gained greater exposure on a number of key power projects over the last year, as well as on cross-border financings. It advised China Development Bank on a US$300 million financing of unsecured term loan facility for Tlemar Norte Leste, a telecommunications company from Brazil. CDB also retained the firm on a US$750 million credit facility for Indian company Reliance Communication for its procurement of equipment from Chinese suppliers Huawei and ZTE Corporation.

In the energy and power sectors, the firm acted for Hongyanhe Nuclear Company on a US$5.5 billion loan for the construction of a nuclear power station in north eastern China. It also advised CDB and Bank of China as arrangers on the structuring, negotiation and documentation of a generation nuclear power plant.

In acquisition finance, the firm represented CDB on a €220 million financing for Zapp N.V to refinance a loan provided by CDB for the acquisition of Qualcomm’s minority interests in Zapp’s Portugal. Partners Li Xiaoming and Steve Payne also led deals for CDB on numerous domestic and cross-border financings.

Li Xiaoming and Steve Payne in Beijing head up the banking and finance practice, together with Shanghai-based Karen Tang. Hallam Chow in Hong Kong is also active.

White & Case has been active in the media and communications sector. French company Publicis Goupe offered the firm roles on a number of investments including its 52% stake acquisition of PR agency D&S Communication Group. The firm also worked for a Singapore media company MediaCorp on its 23% stake acquisition of Nanjing-based outdoor advertising company Dahe Media.

Partner Vivian Tsoi was recruited from California to the firm’s Beijing office. Other leading partners include John Leary and Li Xiaoming.

White & Case is noted for its fortitude in banking and project finance. Led by notables John Hartley and Hallam Chow, the practice offers in-depth services on a broad range of finance transactions. This includes leveraged finance, derivatives, restructuring, and syndicated lending. On the capital markets side, a highlight deal saw the team representing the Republic of Indonesia on its US$1.5 billion sovereign bond issue, which was the largest global bond offering of 2008.

White & Case has a sizable M&A practice with nearly 50 practitioners part of the corporate team, including twelve partners and one senior counsellor. Robert Grondine heads up the team and he is supported by Brian Strawn, Koichiro Ohashi and Tom LaMacchia. It offers US, English and Japanese legal advice and has a breadth of experience in numerous complicated M&A transaction types including domestic and cross border M&As, spin-offs, leveraged buyouts, joint ventures, strategic alliances and equity investments. Abeam Consulting, Mitsubishi UFJ Lease & Finance, Saudi Aramco, Shinsei Bank, NSK and Nordic Capital are a few of the practice’s key clients.

A highlight deal for the team recently was in serving the selling shareholders of Oak Lawn Marketing in relation to its US$308 million purchase by NTT DoComo of a 51% stake. Another significant transaction was advising Gildemeister on the complex cross shareholding transaction and strategic alliance between Gildemeister and Mori Seiji, a deal valued atUS $65 million.

The respected dispute resolution practice at White & Case offers clients quality arbitration and litigation advice. The group has represented domestic corporates in cross-border disputes and has a strong track record in arbitral proceedings, helping clients to negotiate and prepare arbitration clauses in contracts, evaluate comparative costs of different types of arbitrations and select arbitrators.

Key sectors the practitioners have expertise in are international trade, commercial, construction, employment and IP. Leading figures on the team include arbitration expert Robert Grondine, Yuji Ogiwara, David Case, Mark Goodrich and Gary Thomas. Major clients of the group include Mattel Japan, General Electric and Abeam Consulting.

White & Case moved London partner Sebastian Buss to the Singapore practice in March 2009 to supplement the banking and finance capabilities following the 2008 departures of Bertie Mehigan and Huey Yann Thong to O’Melveny & Myers. In addition, Brian Conway was seconded from London in August but he has since been replaced by a senior associate. The movements shift the team’s focus to more structured work and restructuring since last year.

One key deal saw the firm represent Deutsche Bank as arranger of a S$250 million financing to Big Profit Investment, a Cayman borrower with onshore subsidiary operations in China. The new loan refinances an existing S$210 million floating-rate note provided by Deutsche Bank in 2006. The transaction was complicated by the borrower’s simultaneous corporate restructure and involved restructuring existing warrants, prepayment of existing notes and loans, amendment and termination of certain security documents and drafting new security documents to reflect the new group structure and asset allocation.

Other work included assisting Sumitomo Mitsui Banking as arranger and lender in a US$123 million financing to Lone Star Fund VI (Bermuda), the latest of a series of Lone Star-brand closed end private equity funds to specialise in distressed investments, non performing loans, real estate and select corporate opportunities globally. Leading Lawyers include Chen Guan Feng.

White & Case brought in partner William Kirschner to lead corporate M&A and private equity in Southeast Asia and also to direct India work globally.

A notable corporate restructuring saw the firm represent Goldman Sachs and Citigroup in the sale of their ultimate interests in PT Adaro Indonesia, PT Indonesia Bulk Terminal and Coaltrade Services to PT Adaro Energy. The sale was coordinated with PT Adaro Energy’s US$1.3 billion IPO so that a portion of the proceeds were used to subscribe for the offering.

Another standout deal saw the firm act for Lehman Brothers on the divestment of its India businesses to Nomura Holdings for S$70 million. White & Case again represented Lehman Brothers in the restructuring of a US$130 million investment in KSK Electricity Financing India, including a pre-IPO investment in Indian power developer KSK Energy Ventures, now listed on the BSE and NSE. Doug Peel is one of the most-sought after names in the group.