IFLR 1000
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"I can characterise their service and advice as very responsive, timely and practical," says a longstanding client of Norton Rose. Last year the equity capital markets team acted for Hong Kong based CST Mining Group on its acquisition of the Lady Annie copper project and subsequent $600 million oversubscribed placing on the Hong Kong Stock Exchange. Led by James Stewart, the firm advised the client with the funding for the development of CST Mining Group's Lady Annie mine in Queensland and the Mina Justa copper deposit in Peru.

Norton Rose stands out for its exceptional ability of being solution focused in negotiation and solving potential problems", says one client.

The firm advised Brisbane Airport Corporation, the issuer, on a $1.62 billion Australian MTN programme. This transaction had a unique element of complexity in that the programme is secured by the existing bank debt security package, when secured Australian MTN programmes remain relatively uncommon.

Another highlight was assisting JPMorgan Chase Bank and Barclays as Australian underwriter's counsel on a $395 million offering of senior high-yield Rule 144A/Reg S notes by Mirabela Nickel.

Last year's early addition of partner Petar Kuessner, significantly boosted the number of securitisation transactions done by the team at Norton Rose. "Service is very prompt and commercial," comments a client.

One highlight for the team last year was assisting Australia New Zealand Bank, Commonwealth Bank of Australia, National Australia Bank, Westpac and HSBC on a $475 million structured transaction to Emerald Grain Australia.

Clients are quick to praise Norton Rose: "Their advice is very reliable and we complete a lot of work together and they are always making themselves available regardless of the time and responsive turnaround," one says.

Last year the team advised a bank syndicate led by Australia and New Zealand Bank, HSBC Group and Rabobank on the financing facilities granted to Wilmar International, to fund the acquisition of Australian sugar producers Sucrogen from CSR a leading building products company. The combined loan facilities were approximately $1.9 billion separated into two loans of $1.3 billion and $600 million. The first loan was used entirely to finance the acquisition of Sucrogen while the second loan was used for the purpose of the acquisition and working capital requirements.

The Norton Rose team is praised by a client for having a, "proactive and practical approach to M&A" and "exceptional ability on solving potential problems". Last year saw the firm advising Banpu Public Company Limited (Banpu), one of Asia's leading coal and energy providers, on all aspects of its A$2.5 billion takeover of Centennial Coal Company, Australia's largest independent coal producer.

The team also advised Linc Energy's, a coal-energy company on the sale to Adani Mining Pty, a wholly owned subsidiary of India's Adani Group.

Norton Rose's antitrust, competition and regulatory team has the unique capability of being able to respond to investigations and manage cross border merger filings throughout Europe, the UK and Australasia.

"I've had dealings with other firms but I wouldn't recommend anyone else," says a client. While another said: "generally happy and very pleased with their work and responsiveness."

The team covers every aspect of Australian competition and regulatory law. A lot of the advising work is acting in Australian Competition and Consumer Commission (ACCC) investigations, regulatory prosecutions and private enforcement proceedings, including class actions.

A notable highlight was representing Hydro Tasmania, one of Australia's leading renewable energy businesses in regard to an investigation brought by the ACCC in relation to pricing and dispatch of electricity in the National Electricity Market under the misuse of market power provisions of the (then) Trade Practices Act.

Norton Rose has two well respected partners Dan Marjanovic at the Sydney office and Alen Pazin from the Perth office. Last year the team also welcomed the addition of Herman Yip from Jones Day.

The team was praised by clients: "Their advice is very reliable and they're always making themselves available regardless of the time," says one.

A notable highlight for the team was advising China Development Bank and Export Import Bank of China on the $500 million project financing for Moly Mines in connection with the development of the Spinifex Ridge molybdenum.

A client noted that Norton Rose's "intellectual commitment to problem solving is second to none" while another comments that "their advice is technically sound and always with a practical solution." The past year saw Norton Rose obtain orders in the Federal Court in June 2010 for recognition of the Japanese reorganisation of Japan Airlines in Australia under the Cross-Border Insolvency Act. This legislation had only been used twice in lower profile uncontested matters.

Norton Rose's banking and finance client list is impressive having advised the likes of Citigroup, Credit Agricole, ICBC, HSBC and Bank of China on high-level syndicated loan facilities.

The banking team advised on a number of key deals last year, including partner Chris Redden's leading in aiding a syndicate of 20 banks in lending a $5 billion term loan to the Sinopec Group. Redden also led on an Islamic-compliant $13.6 million financing to GPS Chemoil, including the provision of a parent company guaranteed by Chemoil Energy, a Hong Kong registered company. Partner David Barzilai also served as counsel to lead arranger Citigroup Global Markets Asia in providing a $600 million unsecured bridge facility to China Resources Power Holdings. China Resources Power then used the financing to complete the acquisition of mining assets in the country.

Partner Peter Haslam led on the China Modern Dairy Holdings $140 million pre-IPO financing, including negotiating and commenting on the financing and re-financing facility agreements and related security documents. The Hong Kong corporate team then advised on the subsequent HK$3.47 billion ($445 million) global offering and IPO of China Modern Dairy Holdings.

"Norton Rose is great as always," says one client. "They're another great firm that understands and values long term relationships."

Norton Rose's project finance team has been active in both inbound and outbound energy and resource projects financing. "They're a strong practice," says one client. "We use them for natural resources structured finance projects and cross border finance transactions. They're adaptive."

Outbound highlights from this past year include advising China Development Bank on financing for several renewable resources projects, including its first outbound financing of renewable solar projects in Italy and its first renewable project non-recourse financing.

In terms of inbound work, the team has seen a growing trend in investors seeking to invest in clean energy projects and energy infrastructure in China. The team has worked on three out of five key renewable projects in the market, and advised on an offshore acquisition of waste water treatment plants in China. The firm's Shanghai office has been bolstered by the arrival of counsel Fei Kwok, who has experience in advising on complex financing and project development transactions in the oil and gas, LNG (Liquefied Natural Gas) and petrochemical sectors.

In April 2011, Shanghai partner Lynn Yang and Hong Kong partner Andrew Abernethy advised Chongqing Jiangbeizui CBC Real Estate Company (J-CBC) on a proposed acquisition by New York-based Silverstein Properties. J-CBC is a project company established by China Bridge Capital and Chongqing Jianbeizui Development company. The team also advised J-CBC in relation to the acquisition of tranches of debt and equity financing by a group of onshore and overseas investors through parallel fund structures, in order to develop the Chongqing International Financial Centre project.

In addition partners Wang Yi and Chris Redden represented China Development Bank and Export and Import Bank of China on a $500 million loan facility for the financing of the Spinifex Ridge Molybdenum/Copper mine in Western Australia. The mine is being developed by Moly Mines, an Australian Company that is 51% owned by Sichuan Hanlong Group. Nigel ward also led a team representing China Development Bank, this time in advising them on a $75 million Sinosure-backed financing of a VLCC new building of Cardiff Marine, which was signed in Athens during the Greek-China summit.

Norton Rose's M&A clients benefit from the firm's specialism in employment law, intellectual property and real estate, in support of the corporate team.

The firm works closely with clients ranging from investment banks to state-owned enterprises to multinational companies. The firm also enjoys a strong relationship with China Development Bank, having been re-appointed to its legal panel on foreign related business on a three-year term basis.

This year has also seen the addition of corporate finance partner Michael Wilton, who moved from Norton Rose Australia to the Beijing office in May 2011. Wilton was previously head of the Australia M&A and equity capital markets group.

In February 2011, partners Lynn Yang and Andrew Abernethy represented Chongqing Jiangbeizui CBC Real Estate Company (J-CBC) on its proposed acquisition by Silverstein Properties. The team advised on the tranches of equity and debt financing by a group of offshore and onshore investors through parallel fund structure for the purpose of development of Chongqing International Financial Centre project, which is a mixed-use commercial, retail and hotel project that will include the tallest landmark building in Chongqing.

Norton Rose has certainly been busy this year, having handled a large volume of transactions in addition to several key, high-profile deals. During this past year, the equity capital markets team advised on nine IPOs totalling approximately $4.77 billion-marking Norton Rose's practice as a prominent player in the market. The firm's strong relationships with China-based companies give the practice a particular affinity for raising capital for Chinese entities.

Clients seem pleased with the firm's regional knowledge and partner abilities. One client we spoke to had special praise for partner Stanley Lai, saying that he is "very attentive to IPO work."

In 2010, partner Psyche Tai advised Changsha Zoomlion Heavy Industry Science and Technology Development Company on its $2 billion Hong Kong IPO and global H-share offering. Zoomlion is China's leading construction machinery manufacturer.

Partner Julian Chung also led the Norton Rose team that advised on Vale's high-profile secondary listing of common shares and class A preferred shares on The Hong Kong Stock Exchange. The Vale listing was closely watched as it was the first listing of a Brazilian company on the Hong Kong exchange. Vale's listing could be a bellwether and significant milestone for as it further marks the city as a global centre of choice for major companies wanting to do secondary offerings in order to access capital in Asia.

Norton Rose's Hong Kong banking and finance lawyers benefit from its range across the region as well as its longstanding relationship with state-backed Chinese financial entities. In 2010, they advised clients like Citigroup, Credit Agricole, ICBC, HSBC and Bank of China on high-level syndicated loans.

One client describes their experience with Norton Rose by saying: "They're a strong practice. We use them for structured finance projects and cross border transactions, and they're adaptive."

As an example, partner Davide Barzilai recently advised Bank of China on a secured loan facility of up to $180.5 million for financing one LNG (liquefied natural gas) vessel needed for the transportation of LNG from loading facilities in Bintulu, Malaysia to the LNG terminal and trunk line project receiving facilities in Shanghai.

Partner Chris Redden's led in aiding a syndicate of 20 banks in lending a $5 billion term loan to the Sinopec Group last year. Redden also advised on an Islamic-compliant $13.6 million financing to GPS Chemoil, including the provision of a parent company guaranteed by Chemoil Energy, a Hong Kong registered company. Partner David Barzilai also served as counsel to lead arranger Citigroup Global Markets Asia in providing a $600 million unsecured bridge facility to China Resources Power Holdings. China Resources Power then used the financing to complete the acquisition of mining assets in China.

Norton Rose's top competition/antitrust team serves Greater China and Asia from the firm's Hong Kong office hub. The practice is led by well-regarded partner Marc Waha, who receives high praise from his peers. "It's just indisputable that he knows his stuff," says a partner at a rival firm. "He's intense, really works with his clients, and seems to know just about everything."

The competition/antitrust practice includes lawyers with European and Chinese educational backgrounds who are often dual-qualified. Offices in Hong Kong, Beijing and Shanghai bring regional work specifically mandates from leading Japanese clients.

Clients have high praise for the team's capabilities. "We rate their technical skills in competition law and listings rules issues highly," one client tells us. "They're competent and have relevant expertise. We feel valued as a client. They have provided value added-service like giving tailored made seminars to our staff as part of the client management."

In 2011, the team advised ABP, Axa, Cargill, HSBC, Mitsui, NEC and P&O, among others, in relation to multi-jurisdictional merger filings in China and across the Asia Pacific region. Norton Rose's practice also continues to act as counsel for Cathay Pacific in advising the carrier on aspects of competition law related to its alliance with Air China, in addition to other competition-related matters.

The firm also continues to advise leading Hong Kong corporations on preparation in connection with the possible adoption of Hong Kong's anti-monopoly law.

Norton Rose offers full-service offerings to its clients and is able to advise on nearly any legal aspect of M&A work. Peers in the market have advocated for the firm to be moved up in the rankings this year, with one partner at a rival firm telling us that "Norton Rose really does get some big deals. They should be up in the top tiers of the market."

This year has also seen the addition of corporate partner Charlotte Robins to the Hong Kong office. Robins brings over 10 years of experience (mainly based in China) in corporate law to the M&A team, with a special focus on financial services regulatory and licensing matters across Asia.

Norton Rose has a close relationship with China Development Bank (CDB), and was recently re-appointed to CDB's foreign related business panel. The firm's relationships with a variety of Chinese financial institutions is an important aspect of the work being done by Hong Kong partners.

Norton Rose also gets much of its M&A work because of its relationships in the energy and project finance sectors. For example, Hong Kong partner Richard Crosby and Beijing partner Tom Luckock recently advised Challenger Emerging Markets Infrastructure Fund (EMIF) on its Rmb238 million ($39 million) acquisition of a 40% interest in six raw water, water supply and wastewater treatment plants in China's eastern coast Shandong, Fujian and Zhejiang provinces. This underscores the firm's presence in the Chinese water utilities market, as Norton Rose has advised on 21 water projects in China in the past 18 months.

Clients are positive about Norton Rose's project finance abilities. As one client tells us, "They're a strong team. We use them for natural resources and structured finance projects and cross border finance transactions, and the partners are adaptive to our needs. Our relationship also goes beyond just completing deals, we do regular joint presentations to clients with them and often catch up on market intelligence." The same client also had high praise for the firm's regional network. "Their network is very, very good," he says, "the most effective that I've seen. I rate them highly for regional connectivity."

Norton Rose's project finance team has also seen the growing trend for Chinese banks to finance major projects across the region, and has thus far been able to take advantage of this growing market development. The firm has been a player in both inbound and outbound energy and resource projects financing relating to the China and Hong Kong.

A major client is China Development Bank (CDB) who the firm advised on solar projects in Italy this year. Inbound work has also been dominated by renewable energy mandates.

CDB also called in the team to advise on a $75 million facility for VLCC for the rebuilding of Cardiff Marine, with the deal signed off at an international summit between Greece and China in Athens. More work for CDB followed when the firm acted for them and Export and Import Bank of China on a $500 million financing for the Spinifex Ridge Molybdenum/Copper mine in Australia

Another key mandate last year saw the team act for Chongqing Jiangbeizui CBC Real Estate Company (JCBC) in regard to the Chongqing International Financial Centre Project. JCBC is a potential acquisition target for Silverstein and therefore the firm had to advise the former over how to take forward the debt and equity financing of the Chongqing Centre.

Norton Rose's experience in banking and finance and litigation work has led to the firm's creating a presence in contentious and non-contentious restructuring and insolvency work. Recently, Norton Rose has been acting for an Asian bank in defending a claim in the Hong Kong High Court by a local tycoon in relation to the enforcement of a side letter concerning his companies' proposals to banking creditors regarding the re-structuring of its debts. The total amount of the claim could be worth several hundred million dollars. Norton Rose also continues to act on advising and acting for the Trustee of Lehman Brothers liquidation appointed under the US Securities Investor Protection Act in proceedings relating to the assets held by various Lehman Brothers entities in Hong Kong.

Norton Rose has been punching above its weight since its arrival in Japan in 2008. Its inclusion in the M&A rankings this year represent both the firm's high-profile work and its strong additions to its personnel, namely M&A partner Michael Joyce from the firm's Brisbane office.

Tokyo partner Chris Viner and Shanghai partner Justin Wilson represented Mitsui & Co. regarding its $30 million acquisition of a 49% strategic stake in a Chinese shipyard located in Jingjiang, Jiangsu Province. Other owners of the shipyard include the China State Shipbuilding Corporation and Indonesian conglomerate BSG Group.

Although Norton Rose's project finance team in Tokyo was only set up three years ago, it has grown to become to a vital aspect of the firm's Asia-Pacific practice.

The arrival of partner Michael Joyce from the firm's Brisbane office further demonstrates its commitment to Japan in particular. Joyce specialises in mergers and acquisitions, energy and natural resources, and has worked on oil, gas, LNG and infrastructure projects.

Tokyo partners George Gibson and Chris Viner, along with Norton Rose personnel in Tokyo, Amsterdam, Bahrain and Abu Dhabi, advised Marubeni Corporation in its sale of a stake in the Shuweihat S2 IPP (independent power producer) project in Abu Dhabi to Osaka Gas.

Norton Rose moves to the second tier this year as it continues to expand its Asia practice.

On a global scale, 2011 has seen the firm greatly expand its reach following a double merger with Denys Reitz of South Africa and Ogilvy Renault of Canada. This adds to the continued incorporation and expansion of Norton Rose Australia, which has seen the firm make a concerted effort to shore up its international network.

Although project finance in the form of energy and natural resources based mandates may be the firm's bread and butter, the market response this year shows that in straight bank lending the firm is also making its mark.

One landmark transaction for the firm last year saw partner Yu-En Ong represent Australia and New Zealand Banking Group, HSBC and the Cooperative Centrale Raiffeisen Boerenleenbank on a $1.3 billion and A$600 million ($519 million) syndicated loan facility for Wilmar International. The loan was intended to fund its acquisition of Sucrogen from CSR, and illustrates Norton Rose's cross-border capabilities with its office in Australia.

Partners Jeff Smith and Nicky Davies are also advising Indonesian electricity utility PLN and the International Finance Corporation (IFC) on the $2.5 billion financing of a 2000MW Central Java power project, the largest greenfield under development in Indonesia.

"[Partner] Jake Robson of Norton Rose is very good at asking the right questions and helping the client find good answers," says a client. "He has very solid experience with M&A, and knows how to give some sort of pace to the transaction."

Robson acted for Axa SA on its complex acquisition of the Asian businesses of Axa Asia Pacific Holdings. Axa SA partnered with AMP for the transaction, resulting in AMP's acquisition of Axa Asia Pacific's Australian and New Zealand businesses for A$3.5 billion ($3.3 billion) and Axa SA's purchase of its Asian businesses for A$9.8 billion ($9.4 billion).

Another partner who deserves accolades is Adam Summerly, who advised CLSA Capital Partners regarding an $80 million investment by its transportation fund to the shipping business of OSL.

Norton Rose leverages its strength in all corporate and financial areas to provide what many clients describe as a "one-stop shop." Its project finance practice, led by partner Jeff Smith, has participated in landmark deals this year including the heavily-scrutinised Sportshub public-private-partnership (PPP).

The firm has broken its alliance with an Indonesian firm and forged a new association with Susandarini & Partners to assist in handling its formidable Indonesian project finance workload. Smith and of counsel Nicky Davies advised Indonesian electricity utility PLN and the International Finance Corporation in relation to securing US $2.5 billion for the Central Java power project, which is reportedly the largest greenfield project in Indonesia since the Asian financial crisis.

The firm is also representing PLN regarding its 10,000 MW Fast Track Power Programme, which has so far required more than US $3.9 billion of new financing.

Clients have confidence in Norton Rose's abilities to handle their cross-border M&A and capital markets transactions. As one client tells us: "The Norton Rose team is well qualified legal professionals and they show good professionalism."

Norton Rose has traditionally been strong in Thai equity capital markets, but due to the past year's slowdown the firm has been branching out into more and more debt offerings. The firm did however advise on one of this year's few equity offerings when they represented BBL Asset Management on its fourth capital increase and public offerings for its TFUND. The capital raised by the offering was then used to acquire 35 factories and the land related to them. Partner Philip John leads Norton Rose's corporate finance department in Bangkok.

In expanding its debt side practice, Norton Rose had several major bond issue mandates from HSBC's Bangkok branch. The team advised the bank on the issue and offering of domestic baht denominated bonds by the Import-Export Bank of Korea with a third tranche value of Bt2.2 billion ($73.6 million). Norton Rose also advised HSBC Thailand in its role as lead arranger and bondholder representative in a Bt3 billion issue by the Korea Development Bank.

The corporate/M&A practice had a lot on their plate last year, advising on sizeable transactions across a number of industries. The team represented True Corp in its high-profile, $200 million acquisition of the Thailand Hutchison's mobile telephone business. True entered into marketing contracts with CAT Telecom (a state-owned operator), which should enable the creation of Thailand's first 3G mobile network.

Norton Rose's team also represented PPT Aromatics in an anticipated merger with PTT Chemical. The merger is subject to various regulatory and internal approvals, but if successful will be one of the largest mergers in Thailand's history.

While the domestic lending market has largely remained quiet, Norton Rose has been its fair share of deals this year related to credit facilities for inventory financing, short term financing and new joint ventures. Clients appreciate Norton Rose's team because of their knowledge, accessibility and English capability.

"They give a good command of written and spoken English in clarification of Thai laws and implications," says one client. Another notes that: "The firm's service level and advice are good. They respond promptly to queries and give advice quickly. For us, English proficiency and professionalism are two key criteria-it's always a difficulty to find good law firms in Thailand who are proficient in English."

Lead partner Somboon Kitiyansub recently led Norton Rose's team in advising a subsidiary of Volvo Sweden and Volvo Truck & Bus (Thailand), on a Bt85 million ($3 million) inventory financing for Thai customers. In 2010, the banking group also represented Bank of Ayudhya on a Bt85 million short-term credit for The Holistic Health Company. The loan will make a payment of shares possible in Evason Phuket and aid the renovation of the Evason Phuket Resort & Six Senses Spa.

Norton Rose's banking partners also acted for Bangkok Bank in providing a Bt1.4 billion credit facility to a joint venture of Dow Chemical and a subsidiary of Siam Cement for the construction of a new jetty and storage tank.

Restructuring has been relatively quiet in Thailand due to the country's generally favourable economic conditions, but Norton Rose has still been active in that sector, continuing to advise companies on court-sanctioned business reorganisation plans. The team also advised Tuntex Textile on the implementation of its plan to reorganise Bt2.3 billion ($77 million) of debt.