Going public is a pivotal moment, and one that will have been a long time in the planning. We have represented the leaders and shareholders of many household-name companies on IPOs and other public offerings, advising on everything from tax to governance.
With multinational teams across the world, we offer integrated securities advice on international capital markets. Our lawyers offer innovative solutions in a rapidly changing and increasingly complex regulatory and economic landscape.We have acted for shareholders, in household-name companies, on IPOs and other public offerings. We can help with everything from corporate and personal tax planning, to concert party agreements and governance.
On offerings with a US element, we have extensive knowledge of Regulation S offshore offerings and exempt offerings into the US under Rule 144A.
We advised a public company in negotiation of a $150m convertible preferred stock private placement with a tender offer to follow at a value up to approximately $690m.
We also work closely with the London Stock Exchange helping international as well as UK clients raise funds and list on both AIM and the main market. For example, we handled the €50m AIM IPO for a Romanian property developer.
Our strong Italian presence means we have been involved in a number of the AIM listings involving Italian issuers, and advised in the consultation process led by Borsa Italia and the London Stock Exchange on the creation of AIM Italia.
We advised an Italian investment company on its two debt and equity investments in a AIM-listed gold producer. We also assisted a UK manufacturer with AIM placings and a US$10m loan facility and share placing relating to finance provided by TCA.
In Asia, our Singapore and Hong Kong offices are able to offer a wide range of services on the Singapore Stock Exchange and Hong Kong Stock Exchange from pre-IPO investments to listings and post-listing raising of capital involving debt, equity and hybrid instruments. Our head of Greater China commercial practice, Mabel Lui was on the Hong Kong team of counsel advising one of the first H shares issued by Chinese corporations with dual listing in Hong Kong and New York Stock Exchanges in 1993.
Disposal of share capital and assignment of shareholder's loan
Acting in the first H Share issue
Mabel Lui acted in one of the first H share issues by Chinese corporations with dual listings on the Hong Kong and New York Stock Exchanges.
Capital raising, shareholders agreements, fund documents and various property investments for Pro-Invest
We advised Pro-Invest on capital raising, shareholders agreements, fund documents, various property investments and its interaction with InterContinental Hotels Group in relation to Pro-invest’s AU$300 million Holiday Inn Express fund in Australia.
Disposal of entire issued share capital and assignment of shareholder’s loan to Baldric Investments Limited
We represented a real estate company specializing in residential, hotel/serviced apartments, retail, industrial, and office premium properties in Hong Kong and Shanghai, in relation to the disposal of the entire issued share capital and assignment of shareholder’s loan of Bentley Investments Limited holding a whole block of prestigious building in the southern part of Hong Kong Island known as No. 3 South Bay Close to Baldric Investments Limited, a subsidiary of National Electronics Holdings Limited. This matter is regarded as a major transaction under the Listing Rules of the Hong Kong Stock Exchange and the consideration is around HK$668 million.
Privatisation of the Scottish electricity industry
We advised on the privatisation of the Scottish electricity industry. This privatisation included the whole pre-IPO reorganisation, and hiving off of the Grid and the Nuclear industry.
IPO for Hightex Group
Hightex Group is a UK, Swiss and German membrane and renewable energy company. Withers has acted for Hightex Group on their IPO on the AIM market. We have also advised Hightex Group on their reverse takeover of West 175 Media Group Inc., the acquisition of HighTex International (HTI) AG, and on the acquisition of SolarNext AG, a German company active in the solar and alternative energy sectors.
Our New York, Greenwich and New Haven teams assisted on the negotiation of GrafTech's private offering worth US$150 million, to an affiliate of Brookfield Asset Management, with a tender offer by Brookfield at a value up to approximately US$690 million. GrafTech was listed on the New York Stock Exchange and, as part of the take-private transaction, is now a wholly owned subsidiary of Canadian firm, Brookfield the global alternative asset manager with over US$200 billion of assets under management. Founded in 1886 in Ohio, GrafTech is an American multinational subsidiary company with revenues of over US$1 billion. GrafTech has been manufacturing carbon and graphite products for over 125 years and now provides graphite products and services to over 70 countries in a wide range of industries and markets.
A wealthy European family
A European family asked us to create an overarching trust structure to hold their commercial interests in the UK, Greece, Cyprus, Singapore and elsewhere. Resident in Monaco and London, the family needed the structure to operate as an estate plan, enabling wealth to be passed between generations. This was all done in conjunction with a family constitution governing the management of their wealth.
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