Since our establishment, we have flown our own colors among Chinese domestic law firms, uniquely positioning ourselves in the market by particularly focusing on cross-border legal services. Driven by the foreign investment boom brought by the reform and opening-up policy in China as well as our domestic clients “going global”, we have augmented our domestic expertise with unparalleled fluency in international business transactions. We follow the service mode of forging alliances among giants, whereby we establish strong bonds with leading law firms worldwide. Our clients benefit from our international expertise, our partnerships with leading law firms in other jurisdictions, and our first-rate cross-border legal services.
Outbound investment is a multidisciplinary sector, with each investment project requiring the bespoke compilation of experts in different legal sectors. Reflecting the diversity of the projects we advise on, our outbound investment team is a multidisciplinary group composed of more than 20 partners and associates specializing in M&A, capital markets and other relevant disciplines. Each member of our team graduated from a top law school in China or abroad and most of our attorneys practiced at European or U.S. law firms. Our lawyers are experts in the laws governing and business practices guiding cross-border transactions, are fluent in Chinese, English and/or Japanese, and provide a full range of legal services.
Scope of Core Services
Structuring cross-border transactions, including mergers and acquisitions;
Assembling and managing legal teams in various jurisdictions;
Structuring project financing;
Completing regulatory approvals, filings and registrations;
Negotiating and drafting legal agreements;
Conducting and overseeing due diligence investigations;
Assisting merger control filing procedures;
Advising on employment law;
Providing translation services;
Closing transactions and completing post-closing matters;
Expert in Coordination
Due to the differences in language, culture and customs, some misunderstandings are bound to occur in direct communications between Chinese enterprises and foreign lawyers. We have years of experience and knowledge in cross-border investment services, a thorough understanding of local and international cultures and expertise in foreign languages. Our outbound investment team has initiated and represented domestic and overseas legal service teams, and undertaken seamless communication with our clients. This has enabled our clients to fully comprehend the legal issues and risks involved in their projects, and enabled us to reflect in transaction documents the commercial intent of each client.
Recent Representative Cases
1. We represented Luye Medical Group in its acquisition of 100% equity interest in Healthe Care, the third largest private hospital operator in Australia. The closing took place in April 2016, with the deal value reaching USD 688,000,000 (~RMB 4,400,000,000). It was the largest outbound M&A deal in terms of deal value in the Chinese medical industry and therefore brought intense attention to the deal. As the Chinese legal counsel for Luye Medical Group in this project, JunHe provided the following services: structuring the transaction; drafting, reviewing and revising certain transaction documents; and legal services related to outbound investment regulatory approvals and filings in respect of this project.
2. We represented China National Tire & Rubber Co., Ltd. (“CNRC”), a subsidiary of China National Chemical Corporation, in its acquisition of 100% shares in Pirelli, an Italian public company. The Chinese side invested several billions of euros in this project. The transaction documents were executed in late March 2015 and the closing was completed in early November. In this project, our corporate and M&A team provided the client with services related to outbound M&A, our banking team provided services related to syndicated loans at home and abroad, our antitrust team provided services related to the merger control filings and our private equity team provided legal services related to the participation of investment by Silk Road Fund.
3. We represented Capital Group in bidding for and acquiring Transpacific Industries Group Finance (NZ) Limited for the purchase price of NZD 950,000,000. The target was the top company in the waste disposal industry in New Zealand, and possessed a number of assets and government concession contracts. The transaction documents were executed in March 2014. JunHe was involved from the beginning, providing comprehensive legal services on an urgent basis, including structuring the transaction, securing Chinese government approvals for outbound investment, conducting due diligence, preparing and negotiating the transaction and financing documents, and closing the deal.
4. We represented PSA Peugeot Citroën in its private placement and share allotment to Dongfeng Motor Group Co., Ltd. The consideration for the transaction was EUR 800,000,000. In structuring this transaction, JunHe formulated innovative solutions to resolve complex legal issues involving related entities listed on multiple stock exchanges, numerous R&D centers and sales companies, and special policies and approval requirements applicable to the automotive industry. The transaction documents were executed in March 2014.