Fangda represented iRay Technology Company Limited in its initial public offering and listing on the SSE STAR Market (Shanghai Stock Exchange Science and Technology Innovation Board) on September 18, 2020.

The IPO raised a total of RMB2.2 billion from the issue of 18.2 million shares. This is the largest IPO project in the special equipment manufacturing industry on the SSE STAR Market to date.

iRay Technology is China’s top manufacturer of digital X-ray detectors, is one of the world’s leading enterprises in the research, development and production of digital X-ray detectors, and one of the world’s few digital X-ray detector manufacturers that has mastered the four core sensor technologies. The company’s listing on the SSE STAR Market is significant as China localizes the production of core components of high-end medical devices.

Fangda advised and represented iRay Technology in its pre-IPO financings, onshore and offshore restructuring and the IPO. The Fangda team was led by partners Qiang Ma and Ke Luo, supported by associates Yuhan Zhang and Kevin Liu.
Fangda, as lead legal counsel, represented TCL Technology Group Co., Ltd. (“TCL Technology”) and China Star Optoelectronics Technology Co., Ltd. (“TCL CSOT”), a subsidiary of TCL Technology, in their acquisition of Samsung Display’s LCD plant in Suzhou for US$1.08 billion. The Suzhou plant comprises Samsung’s only 8.5th generation LCD production line in mainland China. The deal was signed on August 28, 2020, subject to customary closing conditions.

TCL Technology and TCL CSOT’s strategic acquisition of the Samsung 8.5th generation LCD plant underscores TCL Technology’s strategic aim to become a global leading technology industry group. On completion, TCL CSOT will operate three 8.5th generation large-size display production lines, capable of manufacturing 440,000 large panels a month.

The deal was led out of Fangda’s Greater Bay offices in Shenzhen and Hong Kong. Fangda provided the full range of transaction services and legal advice to the buyer as well as coordinating Korean local counsel. The deal was concluded on a very tight timescale. The Fangda team was led by partners Qiang Ma and Wei Chen, and team members included Qin Liu, Anqi Hu, Haipan Hu, Lijuan Sun, Duncan Deng and Viola Jiang. Partners Michael Han and Jin Wang and team members Yun Dong and Joy Wong supported the corporate team to coordinate antitrust clearance in multiple jurisdictions worldwide .
Fangda has advised AstraZeneca, the British-Swedish multinational pharmaceutical and biopharmaceutical company, on a licensing deal with Shenzhen Kangtai Biological Products Co., Ltd. (“BioKangtai”), under which AstraZeneca will aim to supply the adenovirus vector-based COVID-19 vaccine, AZD1222, to China. AZD1222 is currently being developed by the University of Oxford, with whom AstraZeneca signed an agreement in April to build a number of supply chains in parallel across the world. BioKangtai has agreed to build capacity to make at least 100 million doses of the vaccine by the end of 2020 and 200 million doses per year by the end of 2021, for the China market. The two companies said that they will explore the possibility of cooperation in other regions and markets. At the moment, Phase II and III clinical trials of COVID-19 vaccine are being undertaken in many countries, with the objective of testing the vaccine’s effectiveness and the safety and immune response of the vaccine for different age groups as well as inoculation rates.

Leon Wang, Executive Vice-President, International and President of AstraZeneca China, said: “We hope to leverage BioKangtai’s technology and manufacturing capability to enable the supply of AZD-1222 in China. We believe that with the cooperation of governments, international organizations, NGOs, and companies around the world, we can overcome the challenges created by the COVID-19 pandemic. We aim to make the University of Oxford’s vaccine widely accessible around the world in an equitable manner.”

Fangda advised AstraZeneca on all aspects of the licensing deal, including providing due diligence, drafting, amendment, and translation of the framework agreement, and handling negotiation. The team was led by partner Josh Shin, supported by team members Bella Wang, Muriel He, and Jiali Yang.
Fangda is advising EF Education First (“EF”) in connection with a major investment by the global investment firm Permira in the EF Kids & Teens Business, which is headquartered in Switzerland with schools in China and Indonesia. Permira will acquire a majority stake in the EF Kids & Teens business, with EF retaining significant ownership in the business. The completion of Permira’s investment remains subject to customary conditions.

With over 20 years of successful operations, EF Kids & Teens is a market leader in premium English language education with 288 schools across 62 cities in China and 79 schools in Indonesia and one of the largest networks of international teachers. Over the past few months, EF Kids & Teens has successfully helped hundreds of thousands of students lean online through EF’s proprietary learning platform and live EF teachers from around the world.

Founded in Sweden in 1965, EF Education First is a leading international education company which focuses on academics, travel and cultural experiences. Globally, EF has 600 offices and schools in 50 countries, as well as a research and development unit headquartered in Switzerland. In China, EF has three divisions: Kids and Teens Schools, Adults Education and Study Abroad.

Permira is a global investment firm. Founded in 1985, the firm advises private equity funds and makes long-term investments with a total committed capital of approximately USD48 billion. The Permira funds have made over 250 private equity investments in four key sectors: Consumer, Services, Healthcare and Technology.

The Fangda corporate team is advising on international cross-border as well as domestic Chinese aspects of this landmark transaction, and includes Hong Kong-based partner Mark Lehmkuhler, Beijing-based partner Chen Bao and Shanghai-based partner Sherry Xu; Beijing-based partners Michael Han and Caroline Huang are providing antitrust advice on the transaction.
Fangda advised WuXi AppTec on its placement of 68.2 million H-shares at a price of HK$108 each. The placement, which concluded on July 29, 2020, raised HK$7.4 billion. The agents included Morgan Stanley, Huatai Securities, Goldman Sachs, and J.P. Morgan. WuXi AppTec is a global pharmaceutical, biopharmaceutical and medical devices company, providing comprehensive laboratory research and R&D services from drug discovery through development to market delivery. Fangda’s mainland China and Hong Kong teams worked together to advise WuXi AppTec, a longstanding client. The mainland China team was led by Xueyan Jiang, and team members included Yvonne Gan, Yanhui Hu, Janice Jia, and Ellyn Ai. The Hong Kong team was led by Colin Law and Arman Lie, and team members included Brian Kwok, Ting Him Chan, Karen Chan, and George Chen.
Fangda represented Huatai United Securities as sponsor and lead underwriter in Sunshine Guojian Pharmaceutical (Shanghai) Co., Ltd. (Sunshine Guojian)’s initial public offering and listing on the SSE STAR Market (Shanghai Stock Exchange Science and Technology Innovation Board) on July 22, 2020. The IPO raised over RMB1.7 billion.

Sunshine Guojian is one of the first batch of Chinese biopharmaceutical companies manufacturing antibody drugs, and already has three regulator-approved therapeutic antibody drugs in China. The company’s R&D concentrates on developing antibody drugs, particularly aimed at the treatment of autoimmune diseases and tumors. It is the largest of all the biopharmaceutical companies in China, and has some 10 antibody drugs under development.

Sunshine Guojian is the first STAR market-listed company in the biopharmaceutical industry to be spun off from a Hong Kong-listed company (3SBio Group).
Fangda represented China International Capital Corporation Limited as joint sponsor and lead underwriter in Semiconductor Manufacturing International Corporation (SMIC)’s initial public offering and listing on the SSE STAR Market (Shanghai Stock Exchange Science and Technology Innovation Board) on July 16, 2020. The IPO raised over RMB46 billion (over RMB53 billion after the exercise of the over-allotment option). SMIC’s IPO is the largest on the STAR Market to date.

SMIC is one of the world’s leading integrated circuit (IC) companies, as well as being the most advanced semiconductor manufacturer in China. SMIC is the first overseas listed red chip enterprise to enter the A-share capital market through this type of offering.

Fangda advised on all aspects of the offering, including legal research, corporate governance, and consultation with all domestic and international securities regulatory agencies.
Fangda acted as PRC legal counsel to Morgan Stanley & Co. LLC and BofA Securities, Inc. as underwriters on the IPO and listing of Agora, Inc. (Agora) on the Nasdaq Global Select Market in the US on June 26, 2020.

In the listing, Agora offered 17.5 million American Depositary Shares (ADSs), raising approximately US$350 million (before the greenshoe option), as well as selling approximately $110 million worth of shares in a private placement.

Agora, a leading voice, video and live interactive streaming platform, provides developers with simple-to-use, customizable and widely compatible APIs (application programming interfaces) to embed real-time video and voice into their applications without the need to build the infrastructure themselves. Agora is the first company in the real-time, platform-as-a-service (PaaS) sector to list.
Fangda acted as PRC legal counsel to Credit Suisse Securities (USA) LLC and China International Capital Corporation Hong Kong Securities Limited as underwriters on the IPO and listing of Genetron Holdings Limited (Genetron) on the Nasdaq Global Select Market in the US on June 19, 2020.

In the listing, Genetron offered 16 million American Depositary Shares (ADSs), raising approximately US$256 million (before the greenshoe option) and making it the largest IPO offering globally for a precision oncology company.

Genetron is a leading Chinese precision oncology company, focusing on cancer molecular profiling and harnessing advanced technologies in molecular biology and data science to improve cancer treatment.
Fangda advised Huatai Financial Holdings (Hong Kong) Limited and UBS AG London Branch as joint global coordinators, along with other joint bookrunners, on all PRC legal issues related to the issuance of global depositary receipts (“GDRs”) by China Pacific Insurance (Group) Co. Ltd. (“CPIC”) on the London Stock Exchange. CPIC raised US$1.8 billion (prior to any exercise of the over-allotment option) or US$2 billion (assuming full exercise of the over-allotment option) through the issuance on the Shanghai-London Stock Connect Segment (Shanghai Segment) of the London Stock Exchange. The net proceeds will be mainly used to develop CPIC’s businesses overseas and support its core insurance business growth. The GDRs commenced trading in London on June 22, 2020 (London time). This is the largest capital raise via an admission to London Stock Exchange in 2020 to date.

Founded in 1991, CPIC is an insurance holding company incorporated on the basis of China Pacific Insurance Company, and a leading insurance group in China.

CIPC's GDR issuance is innovative in connection with Shanghai-London Stock Connect in a number of respects: it is the first GDR to adopt Chinese accounting standards; it introduces a cornerstone investor mechanism with a long-term lock-up arrangement; and it is the first to receive a public float waiver as a non-European company.

After the listing on LSEG, CPIC has become the first ever A+H+G (‘Shanghai+Hong Kong+London’) simultaneously listed insurance company and the second Chinese company to list GDRs in London utilizing Shanghai-London Stock Connect.
Fangda represents Asian Infrastructure Investment Bank (AIIB) on its RMB3 billion panda bond offering on China’s interbank bond market. This is the first panda bond offering by an issuer rated AAA by international credit rating agencies after the promulgation of the current panda bond rules.

The 3-year sustainable development bonds carry the Combating COVID-19 label approved by the National Association of Financial Market Institutional Investors and zero percent risk weighting in China.

The issuance received extraordinary support from both onshore and offshore investors (including through the Bond Connect Regime), and were subscribedwith 35% allocated to domestic and 65% to international investors. The bonds were priced at a coupon rate of 2.40% per annum, 23 bps lower than the valuation of China Development Bank bonds, reflective of AIIB’s strong credit fundamentals.

The net proceeds will be included in the ordinary resources of AIIB, supporting to fund part of COVID-19 Crisis Recovery Facility, to upgrade the country’s sustainable public health infrastructure and provide emergency equipment and supplies in response to the COVID-19 pandemic. RMB2.5 billion of the proceeds will be used as the COVID-19 containment development in China.

The successful issuance of the Panda bond , showcasing milestone significance, contributing to enhancing global investor base such as multilateral development banks  and prestigious global issuers to enter Chinese debt market, as well as the internationalization of China’s capital markets.
On November 15, 2019, pursuant to the Shanghai Bankruptcy Court’s order under the Enterprise Bankruptcy Law (“EBL”), CEFC Shanghai International Group Limited (“CEFC”) went into bankruptcy liquidation. On November 24, 2019, the Shanghai Bankruptcy Court appointed the Shanghai Office of King & Wood Mallensons, AllBright Law Offices, and Fangda Partners as joint administrators of the CEFC Bankruptcy Case.

According to an application by the joint and several administrators of CEFC Shanghai International Group Limited (the “Administrators”) to seek recognition and assistance in Hong Kong, the High Court of the Hong Kong Special Administrative Region (HKSAR) ( “High Court”) made and issued the Order on December 18 and 20, 2019, and rendered the Decision accordingly on January 13, 2020, in which the Court recognized the liquidation in the Mainland of the People’s Republic of China (the “Mainland”) and the appointment of the joint and several administrators appointed by Shanghai No.3 Intermediate People’s Court (“Shanghai Bankruptcy Court”) and recognized that the Administrators have and may exercise the relevant powers in the HKSAR. All proceedings in HKSAR against CEFC are now pending. This was the first application in Hong Kong made by Mainland administrators for recognition of their appointment and judicial assistance under common law.

In order to prevent a creditor from obtaining a garnishee order absolute, on December 10, 2019 the Shanghai Bankruptcy Court issued a Letter of Request urgently to the High Court to request the High Court recognize the appointment of the Administrators and to allow the Administrators, to the greatest extent permitted under Hong Kong laws, to be entitled to the rights under the EBL and judicial interpretations. Based on the Letter of Request and other relevant materials, the Administrators made an urgent application to the High Court for recognition and assistance.

The Honorable Mr. Justice Harris granted the recognition and assistance sought by the Administrators. In essence, the orders invested in the Administrators the same powers in cross-border insolvencies as Hong Kong liquidators. This case is expected to promote a unitary approach in cross-border insolvency, and also be referred to as a precedent in the HKSAR, which will be cited in similar cases in the future.

For the first time in history, a bankruptcy liquidation in the Mainland has been recognized by a Hong Kong court in the HKSAR. It is also the first time in the history of Hong Kong courts that they will provide judicial assistance to the Mainland bankruptcy proceedings.
Fangda represented China International Capital Corporation (CICC) as sole sponsor and lead underwriter in the IPO and listing of China Resources Microelectronics (CRM) on the SSE STAR Market (Shanghai Stock Exchange Science and Technology Innovation Board) on February 27, 2020, raising approximately RMB3.8 billion (RMB 4.3 billion from the Full Exercise of the Over-Allotman Option). CRM is a semiconductor company incorporated in the Cayman Islands and with its principal business operation in the PRC. CRM is China’s first red-chip to list on the A-share market, paving way for other overseas-listed red-chip companies to return to the home market.
Fangda represented Beijing Chengfang Huida Management Company in its subscription of 5.27 million shares Jinzhou Bank, which is listed on the Hong Kong Stock Exchange, with a total amount of RMB 10.3 billion. The subscription gave Beijing Chengfang Huida Company, a wholly-owned subsidiary of Huida (a state-owned asset management company under the management of the People’s Bank of China), approximately 37% of the enlarged total number of issued shares immediately following Completion. Previously, Fangda advised another state-owned investor participating in the restructuring of China’s banking sector, when it represented Central Huijin in Hengfeng Bank’s RMB100 billion capital increase, the largest transaction in the Asia-Pacific market in 2019.
Fangda represented China Huaneng Group Co., Ltd. on its acquisition of all the equity interests in six solar power plant project companies held by GCL New Energy Holdings Limited. The purchase was made through two equity investment funds established by China Huaneng Group and others, involving an aggregate share purchase price of RMB850 million. This is the first batch of solar power plants purchased by China Huaneng from GCL. China Huaneng had originally explored the opportunity of acquiring 51% equity shares of GCL, then revised its bid instead to acquire GCL’s subsidiary project companies using an assets deal structure. The deal was announced on 21 January 2020.  
Fangda represented a consortium of investors on a HK$3.8 billion cash offer to acquire all of the shares in Hong Kong-listed Clear Media Limited, the largest operator of bus shelter advertising panels in the PRC. Fangda advised the consortium on all aspects of the transaction, including on corporate, banking and antitrust issues, as well as on the application of Hong Kong’s Takeovers Code and on all submissions to the Hong Kong Securities and Futures Commission. The offer was announced on March 31, 2020 and has yet to complete.