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Nicole Chan

Consultant

Specialising in capital markets, corporate finance and mergers and acquisitions, I have worked on a wide range of legal services to companies and individuals in Hong Kong, Mainland China or other jurisdictions, including initial public offerings (IPOs), corporate reorganisations, mergers and acquisitions and private equity transactions. I have also advised listed companies on regulatory and compliance issues.

 

I am a solution-oriented lawyer. My clients regard me as a practical legal adviser who offers sound legal services in timely manner. Prior to joining MinterEllison, I also had working experience at a PRC law firm and a US law firm. I have broad experience in advising clients from different industries and dealing a number of complex multi-jurisdictional and cross-border transactions.

Career Highlights

Initial Public Offerings

  • Acted for various underwriters or issuers in a diverse range of industries in IPOs and listings on the Main Board or GEM of Hong Kong Stock Exchange or other stock exchange(s):
    • Zhuzhou CRRC Times Electric Co., Ltd. (HKEx stock code: 3898), a state owned enterprise and a manufacturer of rail transit equipment products in the PRC, in its proposed initial public offering and listing of A shares on the Science and Technology Innovation Board of the Shanghai Stock Exchange which is in the process of application.
    • Innovax Capital Limited as sponsor in the initial public offering and listing on the Main Board of Hong Kong Stock Exchange of Macau E&M Holding Limited (HKEx stock code: 1408), an E&M engineering services works contractor in Macau.
    • China Hongguang Holdings Limited (HKEx stock code: 8646), a manufacturer of architectural glass products in the PRC, in its initial public offering and listing on GEM of Hong Kong Stock Exchange, a manufacturer of architectural glass products in China. Dongxing Securities (Hong Kong) Company Limited was the sponsor.
    • Innovax Capital Limited as sponsor in the initial public offering and listing on the Main Board of Hong Kong Stock Exchange of MECOM Power and Construction Limited (HKEx stock code: 1183), a construction contractor and substation builder in Macau.
    • Morgan Stanley Asia Limited, Credit Suisse (Hong Kong) Limited and CCB International Capital Limited as joint sponsors in relation to HK-$2.1 billion initial public offering and listing on the Main Board of Hong Kong Stock Exchange of China Shanshui Cement Group Limited (HKEx stock code: 0691), a cement manufacturer in the PRC.
    • Hunghua Group Ltd (HKEx stock code: 0196), a drilling rig manufacturer in the PRC, in its pre-IPO investments by strategic and financial investors (including Carlyle and CNOOC), reorganisation and its HK$3.2 billion IPO and listing on the Main Board of Hong Kong Stock Exchange. Morgan Stanley Asia Limited and Credit Suisse (Hong Kong) Limited were the joint sponsors.

    Capital Markets Transactions

    • Acted for Zhuzhou CRRC Times Electric Co. Ltd. (HKEx stock code: 3898) on its HK$2,280 million placing of new H shares. Goldman Sachs was the global coordinator, bookrunner and placing agent.
    • Acted for Hopson Development Holdings Limited (HKEx stock code: 0754), a property developer in the PRC, on its HK$1.5 billion share placement.
    • Acted for CLSA Limited as the placing agent in relation to HK$500 million share placement by Xing Lin Medical Information Technology Company Limited (presently known as Dadi International Group Limited) (SEHK stock code: 8130).

    Debt Financing

    • Acted for Hopson Development Holdings Limited (HKEx stock code: 0754) on the following note issues:
      • its issue of US$300 million 9.875% senior notes. The notes are listed on the Singapore Stock Exchange;
      • its issue of US$300 million 11.75% senior notes. The notes are listed on the Singapore Stock Exchange;
      • its issue of US$500 million 7.5% senior notes. The notes are listed on the Singapore Stock Exchange;
      • the issue of US$500 million 6% senior notes by its subsidiary, Hopson Capital International Group Co Ltd. The notes are listed on the Singapore Stock Exchange;
      • the issue of US$61.45 million 6% senior notes by its subsidiary, Hopson Capital International Group Co Ltd; and
      • the issue of US$400 million 5.8% senior notes, followed by the tap issue of additional US$100 million 5.8% senior notes, by its subsidiary, Hopson Capital International Group Co Ltd. The notes are listed on the Singapore Stock Exchange.
    • Acted for Greenland Hong Kong Holdings Limited (formerly known as SPG Land (Holdings) Limited) (HKEx stock code: 0337) in its issue of and subsequent consent solicitation from holders of its US$200 million 13.5% senior notes for its related asset sales and investment restructuring.
    • Acted for Kingworld Medicines Group Limited (HKEx stock code: 1110) in the amendments of the terms and conditions of the convertible bond in the aggregate principal amount of HK$133.8 million subscribed by Sinopharm Capital.

    Mergers and Acquisitions

    • Acted for Sinomax Group Limited (HKEx stock code: 1418), through its non-wholly-owned subsidiary, Sinomax East Inc. (as tenant and purchaser) to acquire a US property from in its exercise of the purchase option under the existing lease agreement at the acquisition consideration of US$20,804,461, and Sinomax East (as vendor) forthwith disposed of the said property at the sale consideration of US$33,000,000 and at the sale completion, Sinomax East (as tenant) executed the new lease to lease the said property for a term of ten (10) years.
    • Acted for Greenland Hong Kong Holdings Limited (formerly known as SPG Land (Holdings) Limited) (HKEx stock code: 0337) on its RMB1.552 billion investment by way of capital injection, shareholder’s loan and land premium contribution for 55% interest in the target group companies which are undertaking various property development projects in Kunming, China.
    • Advised Qingdao West Coast Holdings (Internation) Limited, the investment arm of Qingdao West Coast Development Group, a state owned enterprise in Qingdao, the PRC, in the proposed takeover of One Media Group Limited (HKEx stock code: 426).
    • Advised on the acquisition of an office building in Shanghai by Sino-Ocean Group Holding Limited (stock code: 3377) at RMB1.261 billion.
    • Advised a wide spectrum of clients, including PRC state-owned enterprises, listed companies and private clients, on formation of joint ventures, M&As, reorganisations, and corporate transactions.
    • Advised various PE funds, investment companies and professional investors on various PE investments or pre-IPO investments.

    Regulatory compliance

    • Provided on-going regulatory and compliance advice to listed companies, including H-share issuers, relating to Hong Kong Listing Rules and/or Takeovers Code implications.

    Includes matters handled prior to joining MinterEllison.