About the Office

Our Beijing office, which opened in early 2007, joins Hong Kong and Tokyo as the firm’s third location in Asia, and expands the presence and reach of Davis Polk’s broad and highly successful practice in China.

Our Beijing office represents issuers and underwriters in many important (and frequently precedent-setting) cross-border initial public offerings, convertible debt, and other securities offerings, including many of the landmark transactions involving the privatization and listing of Chinese state-owned enterprises. We are also a leader in Asian high-yield debt offerings.

Our Chinese M&A/direct investment practice, supported by our worldwide M&A resources and expertise, puts us in a position well suited to advise Chinese companies seeking to make acquisitions and strategic investments outside China. In addition, the experience we have gained throughout many inbound transactions has given us in-depth knowledge of the Chinese rules regarding foreign ownership, investments and joint ventures.

Recognition

Davis Polk ranked:
- 1^stamong U.S. firms in Asia (excl. Japan) equity IPO manager advisers in the first quarter of 2010 (Bloomberg)
- 1^st among U.S. firms in Asia (excl. Japan) bonds manager advisers in the first quarter of 2010 (Bloomberg)
- 1^stamong U.S. law firms in Asian (excl. Japan) M&A transactions announced in the first quarter of 2010 (Bloomberg)
- 1^st among U.S. law firms in Asia Pacific (excl. Japan) M&A transactions in the first quarter of 2010 (Thomson Reuters)
- 1^st among U.S. law firms in Asia-Pacific (excl. Japan) buyouts announced in the first quarter of 2010 (mergermarket)
- 3^rd among U.S. law firms in South East Asian M&A announced in the first quarter of 2010 (mergermarket)
Davis Polk received three awards at the China Law & Practice Awards for 2009:
- 2009 International Capital Markets Team of the Year
- Debt and Equity-Linked Deal of the Year (Sino-Forest Corporation convertible notes offering)
- Equity Deal of the Year (Solarfun Power SEC-registered dribble-out offering)

Landmark Transactions

We worked on 2 of the 3 largest IPOs by Chinese banks, including:
- Advising Industrial and Commercial Bank of China (ICBC) on its $21.9 billion Rule 144A/
  Regulation S IPO and dual listing of H shares and A shares. This is the largest IPO in history.
- Advising the underwriters on the $9.2 billion Rule 144A/Regulation S IPO of H shares by China Construction Bank
We advised CNOOC on its $18.5 billion proposed acquisition of Unocal – the largest-ever attempted takeover by a Chinese corporation for a foreign target.
We advised the global coordinators on the $5.6 billion IPO and dual listings of ADRs on the New York Stock Exchange and shares on the Hong Kong Stock Exchange of China Unicom, a Hong Kong-based telecommunications provider. At the time, this was the largest-ever IPO by an Asian issuer outside Japan.
We advised ICBC on a $3.78 billion investment in ICBC by an investor consortium comprised of Goldman Sachs Group, Allianz Group and American Express. At the time, the transaction was the largest-ever investment in the Chinese financial sector.
We advised Air China on its $1.2 billion IPO and dual listing on the Hong Kong Stock Exchange and London Stock Exchange.
We advised the lead managers of the $124 million IPO and listing on Nasdaq of ADSs by Baidu.com, the leading Chinese language Internet search provider.

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RECENT MATTERS

We advised China Lodging, a leading economy hotel chain operator in China, on its $127 million SEC-registered IPO of ADSs.
We advised Charles River Laboratories, a Wilmington, Massachusetts-based leading global provider of research models and associated services and of preclinical drug development services, on its approximately $1.6 billion proposed acquisition of WuXi PharmaTech, a Chinese drug research and development outsourcing company.
We advised China Lodging Group, a Chinese hotel chain operator, and 11 of its shareholders on the sale of over 18.8 million shares of China Lodging to Ctrip.com International, one of the largest online travel services providers in China.
$175 million Rule 144A offering of convertible senior notes by Shanda Interactive Entertainment Limited, a leading interactive entertainment media company and one of the largest operators of online games in China
We advised China Investment Corporation (CIC), the Chinese sovereign wealth fund, in connection with its $1.9 billion investment in PT Bumi Resources Tbk (Bumi), the largest coal mining company in Indonesia.
$138 million offering of ADS by Changyou.com Limited and its parent, Nasdaq-listed Sohu.com – this was the first initial public offering on Nasdaq and the second initial public offering in the United States in 2009. Based in Beijing, China, Changyou is a leading online game developer and operator in China.
$5.3 billion global offering by Metallurgical Corporation of China (MCC), a Chinese engineering and construction company, of H shares, consisting of an initial public offering on the Hong Kong Stock Exchange and an international offering in reliance on Rule 144A and Regulation S, with a concurrent offering of A shares listed on the Shanghai Stock Exchange – this was the largest IPO in Hong Kong and the second-largest IPO in the world to date in 2009
HK$3.39 billion Rule 144A/Regulation S offering, and initial public offering by Renhe Commercial Holdings Company Limited, the largest privately owned operator and developer of stand-alone underground shopping centers for wholesale and retail sales of apparel and accessories in China
$1.04 billion initial public offering by Shanda Games Limited, a leading Chinese online game developer and operator, and its parent, Nasdaq-listed Shanda Interactive Entertainment Limited, on an initial public offering of American Depositary Shares – this was the largest initial public offering in the United States by a Chinese company in 2009
We advised Tianwei New Energy, a Chengdu, China-based supplier of solar power products, including silicon wafers and photovoltaic cells, modules and systems, in connection with its majority investment in Hoku Scientific, a Honolulu, Hawaii-based Nasdaq-listed, clean energy company.
$618 million Regulation S initial public offering of H shares by China National Materials Company (SINOMA), a Chinese provider of cement equipment and engineering services
$259 million initial public offering of ADSs by AirMedia Group, a Beijing-based operator of the largest digital media network in China dedicated to air travel advertising

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