IFLR 1000
The Guide to the World's Leading Financial Law Firms

Paul Hastings has substantially bulked up its capital markets practice in the past two years, and the rest of the market is taking notice. Steve Winegar, Christopher Betts and Catherine Tsang all joined the capital markets practice in the past year. As one peer says: "Paul Hastings has seriously invested in its capital markets practice, and they're seeing results. I have lots of respect for Sammy Li in particular - he's sharp and has great business sense. He's a really up-and-coming young partner and i'd say he's the one to watch in Hong Kong."

The capital markets group has been involved in many of this year's major IPOs for China companies listing in Hong Kong – including the China Rongsheng Heavy Industries $1.8 billion IPO, which was the largest listed on the Hong Kong Exchange in 2010. The team also advised underwriter Morgan Stanley on the Goodbaby International $217 million IPO and Deutsche Bank in the $336 million IPO of Sunac China Holdings.

The firm has also advised on other equity capital markets transactions. Among these was acting as advisors to JPMorgan as the sponsor and depository in Vale's listing of Hong Kong Depository Receipts (HDR) on the Main Hong Kong Stock Exchange Board by way of introduction-a transaction which represented the first ever listing of HDRs on the exchange. At the end of 2010, the Paul Hastings team also advised the managers in the China Construction Bank $9.2 billion rights issue the largest ever offered by an Asian issuer.

Paul Hastings Janofsky & Walker's historical strength in the real estate sector has made it a strong player in banking in China. Peers have respect for partner Brett King's capabilities in particular - as a partner at a rival firm puts it: "If I were to make a list of the leading banking lawyers in Hong Kong and Greater China, Brett King would be head and shoulders above the rest. He really is in a class by himself."

In March 2011, King and Derek Roth led the Paul Hastings team in advising ING, Taipei Fubon Commercial Bank, and Chinatrust Commercial Bank in IK Investment Partners' acquisition of the Offshore Incorporations group of companies. Offshore Incorporations provides services from the Carlyle Group related to company formation, and the complex transaction involved multiple jurisdictions across the world.

In addition Shanghai partner David Blumenfeld led a team that advised the Australia and New Zealand Banking Group, CITIC Bank and Credit Agricole Corporate and Investment Bank as joint arrangers for two different loan facilities. The arrangers extended a US dollar secured loan to an offshore entity and also a US dollar secured term loan to a Chinese-owned enterprise that was entirely foreign owned. Loan proceeds were then used to refinance a Shanghai warehousing and industrial fund managed by ING Real Estate Investment. Paul Hastings had to work closely with the clients to interpret the impact and effects of Circular 50 in this transaction, as the loans required complex structure and different levels of government approval so that the loan could be extended by new foreign lenders.

Paul Hastings Janofsky & Walker's Greater China M&A team has been bolstered this year by the addition of Steve Winegar (formerly Goldman Sachs) in Hong Kong and Roger Peng (Hogan Lovells) in Beijing. 2010 also marked an increase in the firm's cross-border M&A work, especially on the outbound side.

One such deal saw partner Daniel Kim advise Korean Hanwha Chemical on their equity investment in Nasdaq-listed Solarfun Power Holdings, based in the China. The transaction marked a novel collaboration between a Korean and a Chinese company in the solar energy industry, and required multi-jurisdictional coordination between Chinese, Korean and US law experts.

The firm's multi-jurisdictional ability is a selling point for clients. "We're actually very impressed by the level of cooperation and support among the firm's major offices in the key financial hubs in the world," one client tells us, "we were able to be supported both logistically and professionally by the Paul Hastings' Hong Kong and London offices and I would rate them as five out of five for their international capabilities."

Partner Raymond Li also led in a number of key transactions including advise to China Overseas Land and Investment in its voluntary unconditional general offer to obtain all outstanding shares in Shell Electric Holdings.

Li also led the team that represented Sino-Ocean Land in acquiring approximately 69% of shares in Kee Shing Holdings, in addition to making a mandatory unconditional general offer to acquire all of the company's outstanding shares. After the transaction was completed, Sino-Ocean Land owned approximately a 90% stake in Hong Kong-listed Kee Shing.

Clients are also encouraged by the addition of Roger Peng: "We believe we have a good, trusted and straight-forward working relationship with the firm, especially with Roger Peng," says one client. "We have stuck with Roger Peng and his small team for some time and followed their footsteps to Paul Hastings. So I would like to give a high recommendation particularly to these individuals that we work with in the firm."

Paul Hastings' Greater China private equity team has experience across a range of private equity areas with a particular focus on real estate funds. The team has also seen two new, important additions this year in Roger Peng and Steven Winegar (previously managing director and senior counsel at Goldman Sachs Hong Kong). Bolstered by Shanghai partners David Wang, Jia Yan, David Blumenfeld and Milton Chou, Paul Hastings is showing an increasing presence in China-related private equity deals.

In December 2010, Peng led the private equity team in advising China's biggest online clothing retailer Vancl.com in its $100 million equity financing deal with a consortium of investors that included Ceyuan Ventures, Tiger Global Management, IDG Capital Partners, and SAIF Partners. He also represented Sequoia Capital 2010 CGF Holdco in the $55 million financing of leading Chinese manufacturer of juvenile clothing and accessories DADIDA International Holdings Company. Derek Roth also represented Tan-Eu Capital as co-sponsor in closing its real estate private equity vehicle, Sotan China Real Estate. The deal, which closed in February 2011 was valued at $400 million and was a first-time fund which represented a new way of raising capital for real estate investments.

Clients have special praise for Paul Hastings' responsiveness and language skills. According to one client: "Paul Hastings was very accessible-we could get a hold of them any time and they always responded quickly, which is important to us. They also have abundant experience in the venture capital and private equity industries and I think that the language skills of their partners are superior to other leading firms."

Paul Hastings' capital markets practice has been a rising star these past few years, acquiring top new partners and building up a top client list incredibly quickly. The firm's historical strength in the China real estate sector has led to many of Paul Hastings relationships with clients and subsequent equity capital markets work-but this past year the practice has also been branching out beyond its traditional areas, as demonstrated by the firm's most recent deal list.

This past year, experienced partners Steve Winegar, Christopher Betts and Catherine Tsang all joined Paul Hastings's capital markets team-adding to the firm's talent pool and increasing capacity for major IPOs.

Last year, Paul Hastings advised underwriter JPMorgan on the high-profile Vale listing on the main board of the Hong Kong Stock Exchange. The groundbreaking deal represented the first time a Brazilian mining company was listed on the Exchange, and involved teams of Paul Hastings lawyers in Hong Kong and New York to navigate the legal and regulatory issues.

The capital markets team also acted as issuers counsel in the China Rongsheng Heavy Industries $1.8 billion IPO, which was the largest listed on the Hong Kong Exchange in 2010.

The Paul Hastings team also advised nine underwriters on China Construction Bank's $9.2 billion rights issue, which was the largest issuance ever offered by an Asian issuer.

Paul Hastings' deep relationships with Greater China real estate companies has allowed the firm to build its debt capital markets practice by capitalizing on the strength of its partners and relationships with top clients in the real estate sector. This has led to many strong mandates from real estate clients in the convertible bonds and Rmb-denominated securities areas.

Clients seem pleased with the firm's rising debt capital markets abilities. One client tells us that, "The Paul Hastings team was responsive, accessible and understood the important issues." The same client also had high praise for partner Vivian Lam. "She's very knowledgeable," the client says. "She offers good alternative solutions and advice, and is a good sounding board."

In one example of a large, real-estate related convertible bond mandate, the Paul Hastings team advised Sino-Ocean Land on its $900 million convertible securities offering. The equity-linked transaction was the first convertible securities offering of its kind in Asia, and the fact that convertible securities were treated as equity made negotiating the terms and conditions of the deal particularly complicated because there was no benchmark against traditional convertible bonds. The deal represented the first time that perpetual subordinated convertible securities of this type were offered and the transaction was the biggest international equity-linked issuance for a mainland Chinese property developer.

Paul Hastings' well-known strength in the real estate sector across Greater China has allowed the practice to grow through strong real-estate banking mandates. Brett King, who heads the Hong Kong and China banking group for the firm alongside Patricia Tan Openshaw is respected by peers: "If I were to make a list of the leading banking lawyers in Hong Kong and Greater China, Brett King would be head and shoulders above the rest. He really is in a class by himself."

Recently, the team advised ING Bank, Taipei Fubon Commercial Bank, and Chinatrust Commercial bank in the IK Investment Partners' acquisition of the Offshore Incorporations Group. The group of companies provides services from the Carlyle Group and covers matters such as company formation.

Through 2010, the Paul Hastings team has continued to advise various Lehman Brothers bodies in the sale and liquidation of their real estate assets in Asia. The firm's work in this regard has been multi-jurisdictional, spanning Southeast Asia from the Philippines to Japan.

Paul Hastings Janofsky & Walker's Hong Kong team was augmented this year with the addition of former Goldman Sachs in-house counsel Steve Winegar. Paul Hastings's M&A practice gets many mandates from its leading real estate practice in China and Hong Kong. The firm's Hong Kong office also does many Korea-related M&A deals, where the firm has a regional strength.

Real estate partner David Blumenfeld receives special praise from his clients. "We've been with Paul Hastings and David Blumenfeld for five years, and we remain as a client because they're the best in China out of international law firms, and they understand what the Chinese law says and know how to get things done. David Blumenfeld leaves everyone else in the dust."

The firm's multi-jurisdictional ability is a selling point for clients. "We're actually very impressed by the level of cooperation and support among the firm's major offices in the key financial hubs in the world," one client tells us, "we were able to be supported both logistically and professionally by the Paul Hastings' Hong Kong and London offices and I would rate them as five out of five for their international capabilities."

Paul Hastings Hong Kong and Greater China private equity team has experience across a range of private equity areas with a particular focus on real estate funds, in keeping with the firm's historic strengths. Paul Hastings' private equity team has also grown this year with the additions of Roger Peng and Steven Winegar (previously managing director and senior counsel at Goldman Sachs Hong Kong).

Clients are complementary of the firm's responsiveness and bilingual capabilities. One client tells us that, "Paul Hastings was very accessible-we could get a hold of them any time and they always responded quickly, which is important to us. They also have abundant experience in the venture capital and private equity industries and I think that the language skills of their partners are superior to other leading firms."

In December 2010, Roger Peng led the private equity team's representation of Vancl.com (China's biggest online clothing retailer) in its $100 million equity financing deal with a consortium of investors including Ceyuan Ventures, Tiger Global Management, IDG Capital Partners, and SAIF Partners.

Paul Hastings' project finance group has experience in the structuring and development of energy assets and energy financing and execution. The project finance practice has a broad scope across the Asia Pacific region and its strong relationships with Korean companies and sponsors are a particular an asset to the firm, allowing Paul Hastings to advise Korean banks on regional project financing investments. The firm also boasts a worldwide and regional specialisation in coal-fired power projects.

One client tells us that, "Paul Hastings has a strong knowledge in the energy sector in Southeast Asia and has a lot of experience dealing with energy projects in Asia. Because of this, they are able to provide valuable and practical legal advice to their clients, including our company. Their lawyers think outside of the box and recommend innovative structuring solutions."

Recently, partner Joseph Kim led Paul Hastings' team in advising Korea East-West Power Co. (EWP) in its acquisition of Marubeni Sustainable Energy. Marubeni Sustainable energy is a top US integrated energy company that focuses on renewable energy and is based out of San Diego, California. The deal represents one of the most successful instances of a South Korean company making an acquisition into the US power industry. The deal was especially challenging because it involved multiple power plants in multiple jurisdictions as well as complex regulatory and due diligence matters.

Paul Hastings Janofsky & Walker lost nearly all its bengoshi partners, including influential co-chair of the M&A practice Jun Usami. Regardless, the firm remains steady in the rankings because of its strong work in the area this year.

Partners Matthew Berger and Barry Brooks advised Kobe Steel regarding a $400 million joint venture with United States Steel Corporation, which will increase both companies' abilities to serve its automotive customers.

Peers claim Paul Hastings Janofsky & Walker has had less than stellar year in its project finance area, having lost several key players in the past few years. But the team at the firm, led by Joseph Kim, has had a very successful year, particularly in relation to project finance and infrastructure but also leveraged finance and real estate finance.

PT Cirebon Electric Power turned to Kim and his team on its development and financing of a coal-fired power plant in Cirebon, Indonesia. This ongoing transaction is the first of the new generation of power purchase agreements awarded by the Indonesian Government and is valued at $595 million.

On the renewable energy side, one highlight was acting for Korea East-West Power Co. Limited. (EWP) in its acquisition of Marubeni Sustainable Energy, Inc, based in San Diego, California. The deal marked one of the first successful ventures into the United States power industry by a South Korean company.