Recently, China Business Law Journal, a well-known legal media, officially announced the Deal of the Year 2020. SPIC's acquisition of Brazil GNA, China's enterprises consortium's acquisition of Turkey ICA Highway, and CRRC Zhuzhou Locomotive's acquisition of locomotive business of Vossloh, for which Grandall provided legal service, won the prize.
SPIC's Acquisition of Brazil GNA
On August 8, 2020, SPIC, through its Brazilian energy company, signed an equity acquisition agreement, a subscription agreement and a co-development agreement with PRUMO Brazil, a company held by the US-based EIG Global Energy Fund, BP and Siemens, regarding GNA, a large-scale gas project in Porto A?u, Brazil, whereby, SPIC will acquire a 33% stake in the GNA Phases I and II power projects and the right to participate in future project investments in GNA Phase III and Phase IV.
GNA Phase I and Phase II power plants are the largest natural gas-fired power projects in Latin America. Grandall Hangzhou has acted as the legal advisor for the overseas company of China Power International Development Limited and SPIC Brazil branch with Sun Tingjuan, Ma Yue, Fang Si, and Fang Lei of Grandall Hangzhou Office constituting the Chinese legal team for this project and provided the whole legal services.
SUN Tingjuan: over 500 days and nights, the team has reviewed and revised hundreds of transaction documents, dealt with and solved various problems and responded to Chinese, American, German, British and Brazilian parties and top investment banking advisory institutions. This is the first large energy project transaction in Brazil in 2021, and another major breakthrough in the development of SPIC in Latin America.
China's Enterprises Consortium's Acquisition of Turkey ICA Highway
In December 2019, China Merchants Highway, China Merchants United Development, Zhejiang Hu-Hang-Yong, Jiangsu Ning-Hu Expressway, Sichuan Cheng-Yu Expressway and Anhui Wan-Tong Expressway (a six-party consortium), signed a contract to jointly acquire 51% of the equity and shareholder loans of Istanbul Third Bridge and North Ring Expressway and its operation and maintenance company. The total amount of the project is about USD 688 million.
The Third Cross-Sea Bridge and the North Ring Expressway are important transportation infrastructures in Turkey and are the only freight corridors connecting Eurasia. Grandall acted as the special Chinese legal advisor to Jiangsu Expressway Co., Ltd. for this transaction, with LIU Xiangming (managing partner of Grandall Nanjing), WANG Chong (partner of Grandall Nanjing), ZHAO Chen (partner of Grandall Nanjing), and LIU Yongyu as key lawyers serving the project.
LIU Xiangming: this transaction is the largest infrastructure M&A transaction in Turkey to date, and is also the largest cross-border investment project by Chinese investors in Turkey and the first overseas highway M&A project in China. It involves a series of complicated legal issues such as connected transactions, information disclosure, investment path and transaction structure design, internal approval and compliance of the six-party consortium.
CRRC Zhuzhou Locomotive's Acquisition of Locomotive Business of Vossloh
On May 29, 2020, the acquisition of the locomotive business of Vossloh by CRRC Zhuzhou Locomotive Company Limited was successfully closed in Düsseldorf, Germany. CRRC Zhuzhou Locomotive Company Limited was founded in 1936, with nearly 10,000 employees, it is the core enterprise of CRRCGC and the main development base of electric locomotives in China. With a history of more than 130 years, Vossloh Group is a leading supplier in railroad infrastructure construction and value maintenance. It is one of the leading manufacturers in the global market for rail fastening systems and turnout systems.
As the lead legal advisor for the buyer, Grandall provided legal services for the whole transaction, including overall coordination with foreign law firms in Germany, France and Sweden to complete legal due diligence and antitrust and compliance investigations, design the legal structure of the transaction, process the transaction documents, obtain domestic and foreign approvals and approvals, draft, negotiate and revise the closing documents and assist in completing the closing actions. WANG Weidong, partner of Grandall Beijing, led the team, including partner LIN Qing, and associates LI Xinwei, FU Wanye and ZHANG Bo, serving the project.
LIN Qing: the transaction marks the first successful acquisition of an overseas rail transportation equipment complete vehicle enterprise by a Chinese enterprise, a milestone event for Chinese enterprises to enter the European rail transportation equipment manufacturing market, and the first case to be unconditionally approved under a competition analysis explicitly adopted by the German competition agency that is unfavorable to Chinese state-owned enterprises.