Chambers USA

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公司交易、融資和治理

翰宇的公司執業範圍遍及全球。本所全球各辦事處的公司律師隨時隨地爲閣下提供專業化的公司法律服務。

翰宇的公司律師爲全世界的大型上市和非上市公司以及特定的新興公司提供法律顧問服務,實現其交易目的。本所專業特長涵蓋全球的各個行業和領域。

本所能爲閣下提供一系列服務,既包括爲高級管理層提供日常法律顧問服務,也包括提供協助閣下解決複雜商務問題所需的系統性專業知識,其中包括:
  • 商業融資
  • 公司融資
  • 公司治理
  • 就資本結構提供法律意見
  • 資產處置
  • 行政補償
  • 合資企業
  • 併購
  • 私募股權
  • 有擔保交易
  • 證券法合規
  • 接管和代理權爭奪
本所的國際公司業務團隊因其在此方面的知識和技能而贏得良好口碑。2007年,《美國最佳律師》雜誌對本所的公司業務律師專長予以好評。此外,《2007年歐洲法律專家》雜誌將五名翰宇律師評爲領先執業領域專家。《亞太法律500强》還對本所在中國和日本的執業情況予以表彰。



法律事業組擅長的範疇




代表性執業經驗

  • Representing private equity fund Compass Group in connection with the IPO of an affiliated investment trust, as well as the fund’s divestiture and the trust’s acquisition of controlling interests in four portfolio companies valued at US$340 million. Immediately following the closing of the IPO and the acquisition by the trust of these four businesses, we represented the trust in connection with third party financing and intercompany loans.
  • Serving as counsel to the Slovak Republic-based telecommunications company in a €170 million bond issue registered with the SEC and listed on the Luxembourg Stock Exchange.
  • Representing the target in the US$4.5 billion merger of two large regional electric utilities to form a major US utility company.
  • Advising Zeus Technology Ltd., a UK-based server software company, on its £110 million sale to US-based Riverbed Technology.
  • Representing the publicly traded owner-operator of a nationally prominent group of seasonal amusement parks in its US$1.24 billion acquisition of a group of five large amusement parks. The purchase agreement was reached through intensive negotiations and an auction process that included more than 40 bidders. We also represented the client in a US$2 billion bridge financing for the cash transaction that closed simultaneously with the acquisition and in the subsequent US$2 billion permanent financing.
  • Serving as counsel to a Spain-based parent and issuer in an IPO of US$150 million of Nasdaq-listed shares, the first transaction in which a Spain-based company has made its public debut in the United States rather than in Spain.
  • Serving as lead counsel to a group of private equity investors led by one of the leading cable communications consultants in Europe in the acquisition and private equity financing of a controlling interest in Deutsche Telekom’s four million-subscriber Nordrhein Westfalen cable property; valued at €3 billion, the acquisition was voted “Buyout of the Year” by Acquisition Monthly. We also served as lead counsel in the follow-on acquisition and private equity financing of a controlling interest in Deutsche Telekom’s Baden Württemberg cable business, named Deal of the Year by The Banker.
  • Representing indenture trustee U.S. Bank in a series of notes offerings aggregating US$2.4 billion for Cliffs Natural Resources, an Ohio-based global mining and natural resources company. The registered public offerings included a 10-year tranche of US$700 million aggregate principal amount of 4.875 percent senior notes and an additional issuance of US$300 million aggregate principal amount of 6.25 percent senior notes. In addition, we assisted U.S. Bank with Cliffs' public offering of US$400 million of 5.9 percent senior notes, as well as two follow-on tranches of a registered public offering of senior notes including a 10-year tranche of US$500 million aggregate principal amount of 4.8 percent senior notes and a 30-year tranche of US$500 million aggregate principal amount of 6.25 percent senior notes.
  • Representing Ashland Inc., a Fortune 500 diversified chemical company, in its approximately US$3.3 billion acquisition (and related financing) of Hercules Incorporated, a global producer and marketer of specialty chemicals, creating a major global specialty chemicals company.
  • Serving as chief outside counsel to the issuer, a Delaware-incorporated, British Columbia-based biotechnology company specializing in peptide therapeutics, in its CDN$16 million share offering. The best efforts offering, led by Canada-based broker-dealer Canaccord Capital Corporation, was registered in both Canada and the US but made entirely in Canada with no distribution in the United States. The offering involved interesting Regulation M issues with the US Securities and Exchange Commission in connection with the nonfirm underwriting, which we solved by limiting the distribution to jurisdictions outside the United States, as well as issues concerning the registration of warrants and the underlying shares in connection with the nonfirm underwriting.


案例研究

Resolving a Problematic Investment and Avoiding Litigation

When Madrid-based pharmaceutical business Industrial Farmaceutica Cantabria sought legal assistance with a problematic investment in a Florida-based pharmaceutical company, a recommendation led the company’s corporate officers to Squire Sanders. A me...

A World First in Financing for UK Automotive Brands

When the automotive industry was suffering serious difficulties in 2009 as a result of global economic conditions, even the most prestigious brands such as Land Rover and Jaguar cars did not escape unscathed. The brands had been bought from the Ford...

Clearing the Way for Emergency Responders in Largest Realignment of Radio Spectrum Ever Attempted

Squire Sanders was selected in 2004 to serve as General Counsel to the 800 MHz Transition Administrator (TA), a hand-picked team charged with oversight and administration of the Federal Communications Commission’s (FCC) 800 MHz reconfiguration progra...

Teamwork Helps Cedar Fair Beat Heavy Competition to Acquire Five Amusement Parks

Situation:Cedar Fair, L.P., learned that CBS intended to sell its five US and Canadian Paramount amusement parks through an auction process. If Cedar Fair were able to acquire these parks, it could approximately double its holdings.Challenge:Cedar Fa...

Go-To Law Firm

聯繫人

Daniel G. Berick
Partner
+1 216 479 8374

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Jane Haxby
Partner
+44 161 830 5144


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Stephen E. Chelberg

+81 3 5774 1800

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