The Work

September 29, 2009 6:23 PM

Four Firms Headline Second-Largest IPO of the Year

Posted by Brian Baxter

It might not be the most labor-intensive legal assignment--and it still sounds so 1999--but the pace of initial public offerings is quickening, even as investor interest remains lukewarm, reports BusinessWeek.

While an uptick in merger activity at the end of the third quarter has been credited with spurring a market rally in the U.S., a flood of IPOs also hit the market last week, the most offerings in one week since 2007. (Click here, here, and here for previous IPO-specific stories from The Am Law Daily.)

The largest offering was for Metallurgical Corporation of China, a company that helped construct the country's 90,000-seat Olympic Stadium in Beijing. Davis Polk & Wardwell capital markets partner Show-Mao Chen paired with Slaughter and May to advise MCC on Hong Kong and U.S. counsel for the offering. Beijing's Jiayuan Law Firm provided Chinese counsel to MCC.

Freshfields Bruckhaus Deringer and Shearman & Sterling provided Hong Kong and U.S. counsel to underwriters Citigroup, CITIC Securities, China International Capital Corporation, and Morgan Stanley. The Tian Yuan Law Firm in Beijing served as Chinese counsel. (Hat Tip: Asia Legal Business, which also has the story on how the firms worked together across jurisdictions.)

While the $5.2 billion raised from the sale of shares on the Shanghai and Hong Kong exchanges makes MCC the second-largest IPO this year after the $7.4 billion raised by China State Construction Engineering Corporation in July, a flood of IPOs in Hong Kong have cooled a once-hot market that seemed poised to shake its slumber earlier this year.

Also getting a cool reception stateside were two REIT IPOs--Colony Financial (advised by Hogan & Hartson) and Apollo Commercial Real Estate Finance (advised by Clifford Chance)--looking to raise capital to buy mortgages and other depressed real estate assets.

Nonetheless, the torrent of offerings had firms like Davis Polk flocking to the flurry of work, however brief it may be. Some other recent IPOs of note:

A123 Systems

Watertown, Mass.-based lithium-ion battery manufacturer A123 Systems got a jolt last week when the company saw the price of its shares rise 50 percent after going public. A123, which stock hawks love because the company makes batteries that can be used to power hybrid and electric vehicles, is now expected to raise more than $400 million through its IPO.

Wilmer Cutler Pickering Hale and Dorr venture group chair John Chory and partners Mark Borden and Susan Mazur served as issuer's counsel.

Ropes & Gray corporate partner Keith Higgins in Boston is representing underwriters Goldman Sachs and Morgan Stanley on the Nasdaq offering.

Newegg Inc.

If you're like The Am Law Daily, is one of your go-to sites when mulling the purchase of a new laptop or flat screen TV. Now the parent of the online electronics retailer is going public in an IPO expected to raise up to $175 million.

Industry, Calif.-based Newegg stated that it plans to use proceeds from the IPO--the company did not specify timing for the offering--to expand in Canada and China and repay debt.

Latham & Watkins corporate partner Julian Kleindorfer in Los Angeles is serving as issuer's counsel. (Newegg general counsel Lee Cheng is a former Latham associate.)

Davis Polk corporate partner Alan Denenberg in Menlo Park, Calif., is representing underwriters JPMorgan Chase, Bank of America/Merrill Lynch, and Citigroup.

Wynn Macau

Steve Wynn literally enjoys sitting atop the casinos that bear his name. After filing an IPO for his three-year-old Wynn Macau casino last week in Hong Kong, the gaming mogul hopes to perch himself on a $1.6 billion pile of cash after spinning off the Asian assets of Las Vegas-based Wynn Resorts.

Reuters reports that despite the sputtering Hong Kong IPO market, demand for Wynn Macau remains strong for what could be the fourth-largest IPO of the year.

Skadden, Arps, Slate, Meagher & Flom is advising Wynn Macau on Hong Kong and U.S. legal aspects of the offering. Offshore firm Maples and Calder is providing Cayman counsel and Alexandre Corriere de Silva local counsel to Wynn Macau.

Clifford Chance is advising underwriters JPMorgan, Morgan Stanley, and UBS.


While the Hong Kong IPO market might have cooled, you wouldn't know it from the $1.1 billion offering earlier this month by Sinopharm, China's largest distributor of pharmaceuticals.

The Beijing-based company raised the maximum amount possible under its indicated price range, making it one of the largest offerings so far this year. Bloomberg reports that the IPO was massively oversubscribed, in part because of the Chinese government's stated plans to overhaul its health care system.

Baker & McKenzie Hong Kong securities practice head Elsa Chen and Shanghai capital markets partner Anthony Jacobsen led a team from the firm advising Sinopharm on Hong Kong and U.S. aspects of the global offering. Shanghai firm Chen & Co. served as Chinese counsel.

Venantius Tan, managing partner of the Hong Kong office of Morrison & Foerster, advised underwriters CICC, Citigroup, Deutsche Bank, Morgan Stanley, and UBS. The Grandall Legal Group served as Chinese counsel to the underwriters.

Metro Pacific Investments

Manila-based Metro Pacific Investments Corporation turned to Davis Polk corporate partner William Barron in Hong Kong and tax partner John Paton in London for a nearly $300 million IPO on the Philippine Stock Exchange.

MPIC is a diversified investment and management company with holdings in real estate, water utilities, and health care. Philippine firm Picazo Buyco Tan Fider and Santos served as local counsel to MPIC on the offering.

Allen & Overy advised underwriters CLSA Asia-Pacific Markets and UBS.

Artio Global Investors

Formerly known as Julius Baer Americas, Artio Global Investors was spun off by its Swiss private bank parent Julius Baer in 2009. Shares of New York-based provider of investment management services jumped five percent on their first day of trading on the NYSE on September 24.

Davis Polk capital markets partner Michael Kaplan served as issuer's counsel on the Artio IPO, which has already raised $380 million and is one of the largest offerings in the United States so far this year.

The sale's underwriters, who are being represented by Sullivan & Cromwell corporate partner Jay Clayton, have the option of purchasing 3.51 million Artio shares depending on investor demand.

Proskauer Rose corporate partner James Gerkis, tax partner Alan Parnes, and employee benefits senior counsel James Gregory advised Artio senior principals Richard Pell and Rudolph-Riad Younes on the offering.

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