Corporate Securities
Preston Gates & Ellis – Law Looking Forward
Preston 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.
50602_10
Corporate Securities
Corporate Securities
The 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
Overseas Listing
Dynasty Fine Wines Group Limited
(January 2005)
Xinhua Finance Limited (October 2004)
Represented Dynasty Fine Wines Group Limited
in its IPO on the Main Board of the Hong Kong
Stock Exchange. Approximately HK$525 million
was raised. Dynasty Fine Wines is a joint venture
with Remy Martin of France and is one of China’s
leading grape wine producers. Their products
include red, white and fortified wines sold under
the group’s trademarks in China .
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.
Hang Ten Group Holdings Limited
(October 2002)
Represented Hang Ten Group Holdings Limited
in its listing on the Main Board of the Hong Kong
Stock Exchange. Hang Ten is the designer and
retailer of surf wear and other products under
the “Hang Ten” brand name.
Mitsumaru East Kit (Holdings) Limited
(July 2004)
Surge Recreation Holdings Limited
(July 2002)
Represented underwriters in the IPO of Mitsumaru
East Kit (Holdings) Limited on the Main Board
of the Hong Kong Stock Exchange. Approximately
HK$105 million was raised. Based in China,
Mitsumaru East Kit is a one-stop solutions
provider for production of color TV and audio
visual products.
Represented Surge Recreation Holdings Limited
in its IPO on the Main Board of the Hong Kong
Stock Exchange. Surge Recreation operates a
theme park situated in Panyu in the southern
region of China. With a total area of
approximately 397,948 square meters, the park
is one of the top ten tourist attractions in China.
Representation Of
Greater China
Companies Listed In
The U.S.
China Digital Wireless, Inc. (CHDW)
China Northern Enterprises Investment
Fund Limited (October 2003)
Represented underwriters in the IPO of China
Northern Enterprises Investment Fund Limited
on the Main Board of the Hong Kong Stock
Exchange. Approximately HK$50 million was
raised. China Northern Enterprises is an
investment company with a focus on enterprises
established or operating businesses in Hong
Kong and China.
Represented Xinhua Finance Limited in its IPO
on the Mothers Board of the Tokyo Stock
Exchange. Preston Gates also acted on the last
rounds of private equity financing, strategic
acquisitions and reorganization of the company
in the months leading up to the listing.
Approximately US$35 million was raised in the
IPO. Xinhua Finance is China’s premier financial
services and media company and the first nonJapanese company to list on the Mothers Board.
With operations around the world, the company
provides integrated and global business news,
indices, bond and credit rating and public and
investor relations services.
Represents the company in its SEC filing and
reporting matters.
Radford Capital Investment Limited
(January 2002)
Represented Radford Capital Investment Limited
in its IPO on the Main Board of the Hong Kong
Stock Exchange. Approximately HK$126 million
was raised. Radford is an investment company
with a focus on enterprises established or
operating businesses in Hong Kong and China.
China Evergreen Environmental
Corporation (CEEC)
Represent the company in the reverse take over
and in its SEC filing and reporting matters.
Represented sponsor (underwriter) in the IPO
of Vital BioTech Holdings Limited on the Main
Board of the Hong Kong Stock Exchange. A fully
integrated, multinational biopharmaceutical
company, Vital Biotech is engaged in the
research, development, manufacture, sale and
distribution of biopharmaceutical and
conventional pharmaceutical products. The
company has business operations in Australia,
Hong Kong, Macau and China.
Represented underwriter in the IPO of Yew Sang
Hong (Holdings) Limited on the Main Board of the
Hong Kong Stock Exchange by way of placing and
public offer. Yew Sang Hong is a provider of
electrical engineering contractor services and
also trades electrical equipment and material.
Inno-Tech Holdings Limited (July 2002)
Represented underwriters and joint sponsors
in the IPO of Ningbo Yidong Electronic Company
Limited on the Growth Enterprise Market of the
Hong Kong Stock Exchange. Approximately
HK$70 million was raised. Located in China,
Ningbo Yidong Electronic specializes in the
design and manufacture of intelligent controller
systems for consumer electronic products.
Represented underwriter and sponsor in the IPO
of Inno-Tech Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Inno-Tech is a software application
solutions provider in the property market in
China. The company is principally engaged in
the design of e-property management systems
for property developers in the China.
I-Basis Inc. (IBAS)
Provide regulatory and licensing advice to the
company on telecommunications matters.
Kid Castle Education Corporation (KDCE)
Represent the company in its SEC filing and
reporting matters.
Kiwa Bio-Tech Products Group
Corporation (KWBT)
Represent the company in its SEC filing and
reporting matters.
Grandy Applied Environmental
Technology Corporation (April 2002)
Represented Grandy Applied Environmental
Technology Corporation in its IPO on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Grandy is an environmental
technology company engaged in the
production, import, sales and marketing of
environmental products and the provision of
services for combating water and air pollution
and energy wastage.
Venturepharm Laboratories Limited
(June 2003)
Represented underwriter as sponsor and lead
manager for Venturepharm Laboratories
Limited’s IPO on Growth Enterprise Market.
Venturepharm is an integrated biotech and
pharmaceutical company involved in the
research and development and
commercialization of drug products. The
company is based in Beijing and primarily
serves pharmaceutical manufacturers in China.
In January 2002, Venturepharm was named as
"Forerunner in New Drug Development" by a
publication of the State Food and Drug
Administration Bureau of the People’s Republic
of China.
Innovis Holdings Limited (June 2003)
Represented sponsor and underwriter in the
IPO of Innovis Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Approximately HK$38 million was
raised. Innovis is a provider of intelligent
building solutions.
Capital Publications Limited (July 2002)
Represented Capital Publications Limited in its
IPO on the Growth Enterprise Market of the Hong
Kong Stock Exchange. Capital Publications
publishes and markets the monthly Chinese
financial and economic magazine “Capital.”
Represented Kinetana International Biotech
Parma Limited in its IPO on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. A biotech company with a core
competence in pharmacokinetics and
pharmacodynamics, Kinetana’s mission is to
accelerate the discovery and development of
synthetic drugs and natural products including
traditional Chinese medicine.
Town Health International Holdings
Company Limited (October 2002)
Represented underwriter in the IPO of Town
Health International Holdings Company Limited
on the Growth Enterprise Market of the Hong
Kong Stock Exchange. Approximately HK$62
million was raised. As its core business, Town
Health International Holdings Company Limited
provides management and administrative
services to medical and dental clinics. Through
a subsidiary, the company also produces
nutritional medicine and health supplements.
Vital Biotech Holdings Limited
(January 2002)
Represented underwriter in the IPO of Vital
Biotech Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Approximately HK$50 million was
raised. Vital Biotch Holdings Limited is a
developer of protein stabilization and various
drug delivery technologies, specializing in
the research and development, production
and distribution of biopharmaceutical and
conventional pharmaceutical products.
Kinetana International Biotech Pharma
Limited (May 2002)
Represent the company in its SEC filing and
reporting and general corporate matters.
Represent the company in its SEC filing and
reporting and general corporate matters.
Yew Sang Hong (Holdings) Limited
(April 2001)
Ningbo Yidong Electronic Company
Limited (November 2003)
Financial Telecom Ltd. USA (FLTL)
Hartcourt Companies Inc. (HRCT)
Vital BioTech Holdings Limited
(June 2003)
Representative Growth Enterprise Market Transactions
Vitop Bioenergy Holdings Limited
(January 2002)
Represented underwriter and sponsor in the
IPO of Vitop Bioenergy Holdings Limited on
the Growth Enterprise Market of the Hong
Kong Stock Exchange. Vitop develops and
distributes healthcare products through a
franchise distribution network in China. The
company’s primary product lines include textile
products containing the BIOenergy compound,
a compound that improves blood
microcirculation, and polypeptide (amino acid
polymers) products to enhance immunity.
Represented Cardlink Technology Group Limited
in its IPO on the Growth Enterprise Market of
the Hong Kong Stock Exchange. Cardlink is a
smart card solutions provider that focuses on
the provision of customized smart card
application systems.
Wanasports Holdings Limited
(December 2001)
Represented underwriter in the IPO of
Wanasports Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Wanasports develops a range of
golfing apparel and accessories and distributes
the products under the “Wanasports” brand
name in the United States, Hong Kong, China
and other Asian countries.
ProSticks International Holdings
Limited (November 2001)
Represented underwriter in the IPO of ProSticks
International Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. ProSticks develops, produces and
distributes financial software products in
Hong Kong.
China Medical Science Limited
(May 2001)
Represented underwriter in the IPO of China
Medical Science Limited on the Growth Enterprise
Market of the Hong Kong Stock Exchange.
Approximately HK$55 million was raised. China
Medical Science Limited produces biotechnology
and pharmaceutical products which blend
Chinese and Western medicines.
Systek Information Technology (Holdings)
Limited (September 2000)
Mudan Automobile Shares Company
Limited (December 2001)
Represented Mudan Automobile Shares
Company Limited in an H share listing on
the Growth Enterprise Market of the Hong
Kong Stock Exchange. Approximately HK$87
million was raised. Mudan is a manufacturer
of buses in China.
Cardlink Technology Group Limited
(December 2001)
Jessica Publications Limited
(December 2001)
Represented Jessica Publications Limited in its
IPO on the Growth Enterprise Market of the Hong
Kong Stock Exchange. Jessica Publications’
publishes the monthly Chinese fashion and
lifestyle magazines “Jessica” and “Lisa.”
Represented Systek Information Technology
(Holdings) Limited company in its IPO on the
Growth Enterprise Market of the Hong Kong
Stock Exchange. Approximately HK$112 million
was raised. Systek designs, develops and deploys
Internet enabling software solutions and
provides IT consulting and e-business innovation
services to commercial enterprises and
government entities.
Corporate Securities
Corporate Securities
The 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
Overseas Listing
Dynasty Fine Wines Group Limited
(January 2005)
Xinhua Finance Limited (October 2004)
Represented Dynasty Fine Wines Group Limited
in its IPO on the Main Board of the Hong Kong
Stock Exchange. Approximately HK$525 million
was raised. Dynasty Fine Wines is a joint venture
with Remy Martin of France and is one of China’s
leading grape wine producers. Their products
include red, white and fortified wines sold under
the group’s trademarks in China .
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.
Hang Ten Group Holdings Limited
(October 2002)
Represented Hang Ten Group Holdings Limited
in its listing on the Main Board of the Hong Kong
Stock Exchange. Hang Ten is the designer and
retailer of surf wear and other products under
the “Hang Ten” brand name.
Mitsumaru East Kit (Holdings) Limited
(July 2004)
Surge Recreation Holdings Limited
(July 2002)
Represented underwriters in the IPO of Mitsumaru
East Kit (Holdings) Limited on the Main Board
of the Hong Kong Stock Exchange. Approximately
HK$105 million was raised. Based in China,
Mitsumaru East Kit is a one-stop solutions
provider for production of color TV and audio
visual products.
Represented Surge Recreation Holdings Limited
in its IPO on the Main Board of the Hong Kong
Stock Exchange. Surge Recreation operates a
theme park situated in Panyu in the southern
region of China. With a total area of
approximately 397,948 square meters, the park
is one of the top ten tourist attractions in China.
Representation Of
Greater China
Companies Listed In
The U.S.
China Digital Wireless, Inc. (CHDW)
China Northern Enterprises Investment
Fund Limited (October 2003)
Represented underwriters in the IPO of China
Northern Enterprises Investment Fund Limited
on the Main Board of the Hong Kong Stock
Exchange. Approximately HK$50 million was
raised. China Northern Enterprises is an
investment company with a focus on enterprises
established or operating businesses in Hong
Kong and China.
Represented Xinhua Finance Limited in its IPO
on the Mothers Board of the Tokyo Stock
Exchange. Preston Gates also acted on the last
rounds of private equity financing, strategic
acquisitions and reorganization of the company
in the months leading up to the listing.
Approximately US$35 million was raised in the
IPO. Xinhua Finance is China’s premier financial
services and media company and the first nonJapanese company to list on the Mothers Board.
With operations around the world, the company
provides integrated and global business news,
indices, bond and credit rating and public and
investor relations services.
Represents the company in its SEC filing and
reporting matters.
Radford Capital Investment Limited
(January 2002)
Represented Radford Capital Investment Limited
in its IPO on the Main Board of the Hong Kong
Stock Exchange. Approximately HK$126 million
was raised. Radford is an investment company
with a focus on enterprises established or
operating businesses in Hong Kong and China.
China Evergreen Environmental
Corporation (CEEC)
Represent the company in the reverse take over
and in its SEC filing and reporting matters.
Represented sponsor (underwriter) in the IPO
of Vital BioTech Holdings Limited on the Main
Board of the Hong Kong Stock Exchange. A fully
integrated, multinational biopharmaceutical
company, Vital Biotech is engaged in the
research, development, manufacture, sale and
distribution of biopharmaceutical and
conventional pharmaceutical products. The
company has business operations in Australia,
Hong Kong, Macau and China.
Represented underwriter in the IPO of Yew Sang
Hong (Holdings) Limited on the Main Board of the
Hong Kong Stock Exchange by way of placing and
public offer. Yew Sang Hong is a provider of
electrical engineering contractor services and
also trades electrical equipment and material.
Inno-Tech Holdings Limited (July 2002)
Represented underwriters and joint sponsors
in the IPO of Ningbo Yidong Electronic Company
Limited on the Growth Enterprise Market of the
Hong Kong Stock Exchange. Approximately
HK$70 million was raised. Located in China,
Ningbo Yidong Electronic specializes in the
design and manufacture of intelligent controller
systems for consumer electronic products.
Represented underwriter and sponsor in the IPO
of Inno-Tech Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Inno-Tech is a software application
solutions provider in the property market in
China. The company is principally engaged in
the design of e-property management systems
for property developers in the China.
I-Basis Inc. (IBAS)
Provide regulatory and licensing advice to the
company on telecommunications matters.
Kid Castle Education Corporation (KDCE)
Represent the company in its SEC filing and
reporting matters.
Kiwa Bio-Tech Products Group
Corporation (KWBT)
Represent the company in its SEC filing and
reporting matters.
Grandy Applied Environmental
Technology Corporation (April 2002)
Represented Grandy Applied Environmental
Technology Corporation in its IPO on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Grandy is an environmental
technology company engaged in the
production, import, sales and marketing of
environmental products and the provision of
services for combating water and air pollution
and energy wastage.
Venturepharm Laboratories Limited
(June 2003)
Represented underwriter as sponsor and lead
manager for Venturepharm Laboratories
Limited’s IPO on Growth Enterprise Market.
Venturepharm is an integrated biotech and
pharmaceutical company involved in the
research and development and
commercialization of drug products. The
company is based in Beijing and primarily
serves pharmaceutical manufacturers in China.
In January 2002, Venturepharm was named as
"Forerunner in New Drug Development" by a
publication of the State Food and Drug
Administration Bureau of the People’s Republic
of China.
Innovis Holdings Limited (June 2003)
Represented sponsor and underwriter in the
IPO of Innovis Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Approximately HK$38 million was
raised. Innovis is a provider of intelligent
building solutions.
Capital Publications Limited (July 2002)
Represented Capital Publications Limited in its
IPO on the Growth Enterprise Market of the Hong
Kong Stock Exchange. Capital Publications
publishes and markets the monthly Chinese
financial and economic magazine “Capital.”
Represented Kinetana International Biotech
Parma Limited in its IPO on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. A biotech company with a core
competence in pharmacokinetics and
pharmacodynamics, Kinetana’s mission is to
accelerate the discovery and development of
synthetic drugs and natural products including
traditional Chinese medicine.
Town Health International Holdings
Company Limited (October 2002)
Represented underwriter in the IPO of Town
Health International Holdings Company Limited
on the Growth Enterprise Market of the Hong
Kong Stock Exchange. Approximately HK$62
million was raised. As its core business, Town
Health International Holdings Company Limited
provides management and administrative
services to medical and dental clinics. Through
a subsidiary, the company also produces
nutritional medicine and health supplements.
Vital Biotech Holdings Limited
(January 2002)
Represented underwriter in the IPO of Vital
Biotech Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Approximately HK$50 million was
raised. Vital Biotch Holdings Limited is a
developer of protein stabilization and various
drug delivery technologies, specializing in
the research and development, production
and distribution of biopharmaceutical and
conventional pharmaceutical products.
Kinetana International Biotech Pharma
Limited (May 2002)
Represent the company in its SEC filing and
reporting and general corporate matters.
Represent the company in its SEC filing and
reporting and general corporate matters.
Yew Sang Hong (Holdings) Limited
(April 2001)
Ningbo Yidong Electronic Company
Limited (November 2003)
Financial Telecom Ltd. USA (FLTL)
Hartcourt Companies Inc. (HRCT)
Vital BioTech Holdings Limited
(June 2003)
Representative Growth Enterprise Market Transactions
Vitop Bioenergy Holdings Limited
(January 2002)
Represented underwriter and sponsor in the
IPO of Vitop Bioenergy Holdings Limited on
the Growth Enterprise Market of the Hong
Kong Stock Exchange. Vitop develops and
distributes healthcare products through a
franchise distribution network in China. The
company’s primary product lines include textile
products containing the BIOenergy compound,
a compound that improves blood
microcirculation, and polypeptide (amino acid
polymers) products to enhance immunity.
Represented Cardlink Technology Group Limited
in its IPO on the Growth Enterprise Market of
the Hong Kong Stock Exchange. Cardlink is a
smart card solutions provider that focuses on
the provision of customized smart card
application systems.
Wanasports Holdings Limited
(December 2001)
Represented underwriter in the IPO of
Wanasports Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. Wanasports develops a range of
golfing apparel and accessories and distributes
the products under the “Wanasports” brand
name in the United States, Hong Kong, China
and other Asian countries.
ProSticks International Holdings
Limited (November 2001)
Represented underwriter in the IPO of ProSticks
International Holdings Limited on the Growth
Enterprise Market of the Hong Kong Stock
Exchange. ProSticks develops, produces and
distributes financial software products in
Hong Kong.
China Medical Science Limited
(May 2001)
Represented underwriter in the IPO of China
Medical Science Limited on the Growth Enterprise
Market of the Hong Kong Stock Exchange.
Approximately HK$55 million was raised. China
Medical Science Limited produces biotechnology
and pharmaceutical products which blend
Chinese and Western medicines.
Systek Information Technology (Holdings)
Limited (September 2000)
Mudan Automobile Shares Company
Limited (December 2001)
Represented Mudan Automobile Shares
Company Limited in an H share listing on
the Growth Enterprise Market of the Hong
Kong Stock Exchange. Approximately HK$87
million was raised. Mudan is a manufacturer
of buses in China.
Cardlink Technology Group Limited
(December 2001)
Jessica Publications Limited
(December 2001)
Represented Jessica Publications Limited in its
IPO on the Growth Enterprise Market of the Hong
Kong Stock Exchange. Jessica Publications’
publishes the monthly Chinese fashion and
lifestyle magazines “Jessica” and “Lisa.”
Represented Systek Information Technology
(Holdings) Limited company in its IPO on the
Growth Enterprise Market of the Hong Kong
Stock Exchange. Approximately HK$112 million
was raised. Systek designs, develops and deploys
Internet enabling software solutions and
provides IT consulting and e-business innovation
services to commercial enterprises and
government entities.
Corporate Securities
Preston Gates & Ellis – Law Looking Forward
Preston 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.
50602_10