corporate securities - k&l · pdf file · 2006-12-01corporate securities...

Preston Gates & Ellis – Law Looking ForwardPreston Gates is not just another full service law firm. We have the extensive, identifiable

experience required to bring unique value to the needs of your business.

Founded in 1883, Preston Gates’ more than 400 attorneys practice across broad areas of the

law, handling complex business transactions, litigation and intellectual property matters, as

well as governmental, regulatory and public policy work. Our lawyers work shoulder-to-shoulder

with government leaders and business visionaries.

The firm operates from 11 strategic locations in Beijing, Hong Kong, Taipei and the U.S. We

are organized in a way that allows our attorneys ready access to the pockets of experience and

level of support they need to meet a client's needs. With deeply integrated firm-wide practice

groups, attorneys across the firm work together to create tailored client service teams and

seamlessly address clients’ needs across geographies.

We aim to develop a long-term, mutually satisfying relationship with each of our clients. We

know this kind of relationship does not happen overnight. It is based on a trust that develops

over time when a law firm understands a client and its business, anticipates its needs, and

provides prompt, high-quality and consistently valuable service.

Corporate Securities

Yew Sang Hong (Holdings) Limited(April 2001)

Represented underwriter in the IPO of Yew SangHong (Holdings) Limited on the Main Board of theHong Kong Stock Exchange by way of placing andpublic offer. Yew Sang Hong is a provider ofelectrical engineering contractor services andalso trades electrical equipment and material.

Corporate SecuritiesThe securities practice in Preston Gates’ Hong Kong office is marked by our knowledge of the markets and our leadership in innovation to achieve

the results our clients want. We combine a number of disciplines in negotiating, structuring and documenting complex transactions, and we

facilitate listings for businesses with diverse backgrounds and objectives. Our attorneys represent Greater China-based public companies, sponsors

and underwriters in listings and fund-raising in capital markets in Hong Kong, Taipei, Singapore, Tokyo and London, including having acted as

counsel for the first foreign company to be listed on the Mothers board of the Tokyo Stock Exchange. In addition, the Hong Kong office works

closely with the firm’s U.S. offices in tapping the U.S. private equity and public capital markets for companies based in Hong Kong, China and

elsewhere in Asia. Our experience also includes obtaining qualified foreign institutional investor (QFII) status in China for institutional investors

and establishing funds for the Chinese capital markets for asset managers and investors.

Representative Main Board Transactions

China Digital Wireless, Inc. (CHDW)Represents the company in its SEC filing andreporting matters.

China Evergreen EnvironmentalCorporation (CEEC)Represent the company in the reverse take overand in its SEC filing and reporting matters.

Financial Telecom Ltd. USA (FLTL)Represent the company in its SEC filing andreporting and general corporate matters.

Hartcourt Companies Inc. (HRCT)Represent the company in its SEC filing andreporting and general corporate matters.

I-Basis Inc. (IBAS)Provide regulatory and licensing advice to thecompany on telecommunications matters.

Kid Castle Education Corporation (KDCE)Represent the company in its SEC filing andreporting matters.

Kiwa Bio-Tech Products GroupCorporation (KWBT)Represent the company in its SEC filing andreporting matters.

Inno-Tech Holdings Limited (July 2002)

Represented underwriter and sponsor in the IPOof Inno-Tech Holdings Limited on the GrowthEnterprise Market of the Hong Kong StockExchange. Inno-Tech is a software applicationsolutions provider in the property market inChina. The company is principally engaged inthe design of e-property management systemsfor property developers in the China.Dynasty Fine Wines Group Limited

(January 2005)

Represented Dynasty Fine Wines Group Limitedin its IPO on the Main Board of the Hong KongStock Exchange. Approximately HK$525 millionwas raised. Dynasty Fine Wines is a joint venturewith Remy Martin of France and is one of China’sleading grape wine producers. Their productsinclude red, white and fortified wines sold underthe group’s trademarks in China .

Mitsumaru East Kit (Holdings) Limited(July 2004)

Represented underwriters in the IPO of MitsumaruEast Kit (Holdings) Limited on the Main Boardof the Hong Kong Stock Exchange. ApproximatelyHK$105 million was raised. Based in China,Mitsumaru East Kit is a one-stop solutionsprovider for production of color TV and audiovisual products.

China Northern Enterprises InvestmentFund Limited (October 2003)

Represented underwriters in the IPO of ChinaNorthern Enterprises Investment Fund Limitedon the Main Board of the Hong Kong StockExchange. Approximately HK$50 million wasraised. China Northern Enterprises is aninvestment company with a focus on enterprisesestablished or operating businesses in HongKong and China.

Vital BioTech Holdings Limited(June 2003)

Represented sponsor (underwriter) in the IPOof Vital BioTech Holdings Limited on the MainBoard of the Hong Kong Stock Exchange. A fullyintegrated, multinational biopharmaceuticalcompany, Vital Biotech is engaged in theresearch, development, manufacture, sale anddistribution of biopharmaceutical andconventional pharmaceutical products. Thecompany has business operations in Australia,Hong Kong, Macau and China.

Hang Ten Group Holdings Limited(October 2002)

Represented Hang Ten Group Holdings Limitedin its listing on the Main Board of the Hong KongStock Exchange. Hang Ten is the designer andretailer of surf wear and other products underthe “Hang Ten” brand name.

Surge Recreation Holdings Limited(July 2002)

Represented Surge Recreation Holdings Limitedin its IPO on the Main Board of the Hong KongStock Exchange. Surge Recreation operates atheme park situated in Panyu in the southernregion of China. With a total area ofapproximately 397,948 square meters, the parkis one of the top ten tourist attractions in China.

Radford Capital Investment Limited(January 2002)

Represented Radford Capital Investment Limitedin its IPO on the Main Board of the Hong KongStock Exchange. Approximately HK$126 millionwas raised. Radford is an investment companywith a focus on enterprises established oroperating businesses in Hong Kong and China.

Overseas Listing

Xinhua Finance Limited (October 2004)

Represented Xinhua Finance Limited in its IPOon the Mothers Board of the Tokyo StockExchange. Preston Gates also acted on the lastrounds of private equity financing, strategicacquisitions and reorganization of the companyin the months leading up to the listing.Approximately US$35 million was raised in theIPO. Xinhua Finance is China’s premier financialservices and media company and the first non-Japanese company to list on the Mothers Board.With operations around the world, the companyprovides integrated and global business news,indices, bond and credit rating and public andinvestor relations services.

Representation OfGreater ChinaCompanies Listed InThe U.S.

The Hong Kongoffice works closelywith the firm’s U.S.

offices in tappingthe U.S. private

equity and publiccapital markets for

companies based inHong Kong, China

and elsewherein Asia.

Representative Growth Enterprise Market Transactions

Systek Information Technology (Holdings)Limited (September 2000)

Represented Systek Information Technology(Holdings) Limited company in its IPO on theGrowth Enterprise Market of the Hong KongStock Exchange. Approximately HK$112 millionwas raised. Systek designs, develops and deploysInternet enabling software solutions andprovides IT consulting and e-business innovationservices to commercial enterprises andgovernment entities.

Vitop Bioenergy Holdings Limited(January 2002)

Represented underwriter and sponsor in theIPO of Vitop Bioenergy Holdings Limited onthe Growth Enterprise Market of the HongKong Stock Exchange. Vitop develops anddistributes healthcare products through afranchise distribution network in China. Thecompany’s primary product lines include textileproducts containing the BIOenergy compound,a compound that improves bloodmicrocirculation, and polypeptide (amino acidpolymers) products to enhance immunity.

Mudan Automobile Shares CompanyLimited (December 2001)

Represented Mudan Automobile SharesCompany Limited in an H share listing onthe Growth Enterprise Market of the HongKong Stock Exchange. Approximately HK$87million was raised. Mudan is a manufacturerof buses in China.

Ningbo Yidong Electronic CompanyLimited (November 2003)

Represented underwriters and joint sponsorsin the IPO of Ningbo Yidong Electronic CompanyLimited on the Growth Enterprise Market of theHong Kong Stock Exchange. ApproximatelyHK$70 million was raised. Located in China,Ningbo Yidong Electronic specializes in thedesign and manufacture of intelligent controllersystems for consumer electronic products.

Venturepharm Laboratories Limited(June 2003)

Represented underwriter as sponsor and leadmanager for Venturepharm LaboratoriesLimited’s IPO on Growth Enterprise Market.Venturepharm is an integrated biotech andpharmaceutical company involved in theresearch and development andcommercialization of drug products. Thecompany is based in Beijing and primarilyserves pharmaceutical manufacturers in China.In January 2002, Venturepharm was named as"Forerunner in New Drug Development" by apublication of the State Food and DrugAdministration Bureau of the People’s Republicof China.

Innovis Holdings Limited (June 2003)

Represented sponsor and underwriter in theIPO of Innovis Holdings Limited on the GrowthEnterprise Market of the Hong Kong StockExchange. Approximately HK$38 million wasraised. Innovis is a provider of intelligentbuilding solutions.

Town Health International HoldingsCompany Limited (October 2002)

Represented underwriter in the IPO of TownHealth International Holdings Company Limitedon the Growth Enterprise Market of the HongKong Stock Exchange. Approximately HK$62million was raised. As its core business, TownHealth International Holdings Company Limitedprovides management and administrativeservices to medical and dental clinics. Througha subsidiary, the company also producesnutritional medicine and health supplements.

Capital Publications Limited (July 2002)

Represented Capital Publications Limited in itsIPO on the Growth Enterprise Market of the HongKong Stock Exchange. Capital Publicationspublishes and markets the monthly Chinesefinancial and economic magazine “Capital.”

Kinetana International Biotech PharmaLimited (May 2002)

Represented Kinetana International BiotechParma Limited in its IPO on the GrowthEnterprise Market of the Hong Kong StockExchange. A biotech company with a corecompetence in pharmacokinetics andpharmacodynamics, Kinetana’s mission is toaccelerate the discovery and development ofsynthetic drugs and natural products includingtraditional Chinese medicine.

Grandy Applied EnvironmentalTechnology Corporation (April 2002)

Represented Grandy Applied EnvironmentalTechnology Corporation in its IPO on the GrowthEnterprise Market of the Hong Kong StockExchange. Grandy is an environmentaltechnology company engaged in theproduction, import, sales and marketing ofenvironmental products and the provision ofservices for combating water and air pollutionand energy wastage.

Vital Biotech Holdings Limited(January 2002)

Represented underwriter in the IPO of VitalBiotech Holdings Limited on the GrowthEnterprise Market of the Hong Kong StockExchange. Approximately HK$50 million wasraised. Vital Biotch Holdings Limited is adeveloper of protein stabilization and variousdrug delivery technologies, specializing inthe research and development, productionand distribution of biopharmaceutical andconventional pharmaceutical products.

Jessica Publications Limited(December 2001)

Represented Jessica Publications Limited in itsIPO on the Growth Enterprise Market of the HongKong Stock Exchange. Jessica Publications’publishes the monthly Chinese fashion andlifestyle magazines “Jessica” and “Lisa.”

Cardlink Technology Group Limited(December 2001)

Represented Cardlink Technology Group Limitedin its IPO on the Growth Enterprise Market ofthe Hong Kong Stock Exchange. Cardlink is asmart card solutions provider that focuses onthe provision of customized smart cardapplication systems.

Wanasports Holdings Limited(December 2001)

Represented underwriter in the IPO ofWanasports Holdings Limited on the GrowthEnterprise Market of the Hong Kong StockExchange. Wanasports develops a range ofgolfing apparel and accessories and distributesthe products under the “Wanasports” brandname in the United States, Hong Kong, Chinaand other Asian countries.

ProSticks International HoldingsLimited (November 2001)

Represented underwriter in the IPO of ProSticksInternational Holdings Limited on the GrowthEnterprise Market of the Hong Kong StockExchange. ProSticks develops, produces anddistributes financial software products inHong Kong.

China Medical Science Limited(May 2001)

Represented underwriter in the IPO of ChinaMedical Science Limited on the Growth EnterpriseMarket of the Hong Kong Stock Exchange.Approximately HK$55 million was raised. ChinaMedical Science Limited produces biotechnologyand pharmaceutical products which blendChinese and Western medicines.