EN

Nicole Chan

Partner

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 compliance issues.

 

phone
+852 2841 6854
mail
[email protected]

I am a solution-oriented lawyer. My clients regard me as a practical legal adviser who offers sound legal services in a timely manner. Prior to joining MinterEllison, I worked in a PRC law firm and a US law firm. I have broad experience in advising listed companies’ boards on corporate governance and regulatory compliance and clients from different industries, and dealing a number of complex multi-jurisdictional and cross-border transactions.

Career Highlights

Initial Public Offerings

  • Acted for various sponsors and underwriters, or issuers in a diverse range of industries, in initial public offerings (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. (SEHK stock code: 3898 and SSE stock code: 688187), a PRC State-owned enterprise and a rail transit equipment and products manufacturer, in its RMB 7,555 million IPO and listing of A shares on the Science and Technology Innovation Board of the Shanghai Stock Exchange. China International Capital Corporation Limited was the sponsor.
    • Innovax Capital Limited as sponsor in the IPO and listing on the Main Board of Hong Kong Stock Exchange of Macau E&M Holding Limited (SEHK stock code: 1408), an E&M engineering services works contractor in Macau.
    • China Hongguang Holdings Limited (SEHK stock code: 8646), a PRC architectural glass products manufacturer, in its IPO and listing on GEM of Hong Kong Stock Exchange. Dongxing Securities (Hong Kong) Company Limited was the sponsor.
    • Innovax Capital Limited as sponsor in the IPO and listing on the Main Board of Hong Kong Stock Exchange of MECOM Power and Construction Limited (SEHK 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 HK$2.1 billion IPO and listing on the Main Board of Hong Kong Stock Exchange of China Shanshui Cement Group Limited (SEHK stock code: 0691), a cement manufacturer in the PRC.
    • Hunghua Group Ltd (SEHK 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 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. (SEHK stock code: 3898) in its HK$2,280 million H share placement. Goldman Sachs was the global coordinator, bookrunner and placing agent.
    • Acted for Hopson Development Holdings Limited (SEHK stock code: 0754), a PRC real estate developer, in its HK$1.5 billion share placement.
    • Acted for CLSA Limited as the placing agent in 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 11.75% guaranteed senior notes due 2016. The notes are listed on the Singapore Exchange Securities Trading Limited (SGX-ST);
      • its issue of US$300 million 9.875% guaranteed senior notes due 2018. The notes are listed on SGX-ST;
      • its issue of US$500 million 7.5% guaranteed senior notes due 2022. The notes are listed on SGX-ST;
      • the issue of US$500 million 6% guaranteed senior notes due 2021 by its subsidiary, Hopson Capital International Group Co Ltd. The notes are listed on SGX-ST;
      • the issue of US$61.45 million 6% guaranteed senior notes due 2021 by its subsidiary, Hopson Capital International Group Co Ltd; and
      • the issue of US$400 million 5.8% guaranteed senior notes due 2022, followed by the tap issue of additional US$100 million 5.8% guaranteed senior notes due 2022, by its subsidiary, Hopson Capital International Group Co Ltd. The notes are listed on SGX-ST;
      • its issue of US$300 million 7.0% guaranteed senior notes due 2024. The notes are listed on SGX-ST; and
      • its issue of US$200 million 6.8% guaranteed senior notes due 2023 and additional US$37.5 million 6.8% guaranteed senior notes due 2023. The notes are listed on SGX-ST.
    • Acted for Greenland Hong Kong Holdings Limited (formerly known as SPG Land (Holdings) Limited) (SEHK 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.
    • Advised Kingworld Medicines Group Limited (SEHK stock code: 1110) on 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

    • Advised Sinomax Group Limited (SEHK 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$20.8 million, and Sinomax East (as vendor) forthwith disposed of the said property at the sale consideration of US$33 million and at the sale completion, Sinomax East (as tenant) executed a new lease to lease the said property.
    • Acted for Greenland Hong Kong Holdings Limited (formerly known as SPG Land (Holdings) Limited) (SEHK stock code: 0337) in 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 undertake various property development projects in Kunming, China.
    • Advised Qingdao West Coast Holdings, the investment arm of Qingdao West Coast Development Group, a PRC State-owned enterprise, in the proposed takeover of One Media Group Limited (SEHK stock code: 426).
    • Advised on the acquisition of an office building in Shanghai by Sino-Ocean Group Holding Limited (SEHK 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 compliance advice to listed companies, including A+H share issuers, relating to Hong Kong Listing Rules and/or Takeovers Code implications.

    Includes matters handled prior to joining MinterEllison.