Announcement

On 12 August 2021, Eric Chow & Co. in Association with Commerce & Finance Law Offices (“TSHK”) advised Zhejiang Baron (BVI) Company Limited (the “Issuer”), an offshore wholly-owned subsidiary of Hangzhou Shangcheng District Urban Construction & Comprehensive Development Co., Limited (formerly known as “Hangzhou Jianggan District Urban Construction & Comprehensive Development Co., Limited”), (“Hangzhou Shangcheng Comprehensive Development” or the “Guarantor”) in a total of US$200 million, 2.25 per cent. guaranteed bonds due 2024, with 10.5 times oversubscribed at its peak, setting a record for the lowest interest rate of U.S. Dollar bonds on the same rating platform in the PRC.

Hangzhou Shangcheng Comprehensive Development was founded on 25 March 2003 with a registered capital of RMB 3 billion, and mainly carries out regional comprehensive development projects, including land development, construction of relocation housing projects and management of infrastructure and public facilities development projects. It also engages in product sales, commercial housing and real estate development, property management and other principal operating activities, which continues to diversify its business portfolio and is committed to provide collaborative development within its core business.

TSHK acted as the international legal adviser to the Issuer and the Guarantor, providing legal services in relation to the issuance, including drafting the offering circular, preparing and submitting listing application documents and other legal documents. The team was led by Eric Chow (Managing Partner) and Priscilla Lee (Partner), supported by Kevin Tian (Registered Foreign Lawyer) and Ziwei Qiu (Legal Assistant).

Eric Chow & Co. in Association with Commerce & Finance Law Offices (“TSHK”) advised Tomorrow Education Technology Limited (“Tomorrow Education”) in an acquisition of approximately 75% of the issued shares in CTEH INC. (HKEX: 1620), a listed company of the Main Board of The Stock Exchange of Hong Kong Limited, for a consideration of HK$273 million, which triggered the requirement to make a mandatory unconditional general offer (the “General Offer”) under the Hong Kong Takeovers Code.

The General Offer was completed at approximately HK$0.2278 per share of CTEH INC., valuing at HK$273 million of its total issued share capital. CTEH INC. is principally engaged in providing travel products and services in Canada and in the United States. CCB International Capital Limited acted as the financial adviser of Tomorrow Education.

TSHK led the legal due diligence process of the acquisition, as well as the negotiations, preparation and the execution of transaction documents for the acquisition and the General Offer. The team was led by Eric Chow (Managing Partner) and Priscilla Lee (Partner), assisted by Brandon Chow (Counsel) and Kathleen Liu (Trainee Solicitor).

Commerce & Finance Law Offices ("Tongshang") represented Ling Yue Services Group Limited (HKEX:2165) (Ling Yue Services) as PRC counsel in its HK$293.3 million (US$37.8 million) listing on the Main Board of the Stock Exchange of Hong Kong (HKEX).

Ling Yue Services Group Limited is a reputable property management company rooted in Sichuan Province with a well-established position in Western China and a presence across China.

Tongshang has in recent years advised on 24 Hong Kong IPOs in property management industry, including Yuexiu Services Group Limited (HKEX: 6626); New Hope Service Holdings Limited (HKEX: 3658); and Zhong Ao Home Group Limited (HKEX:1538). Commerce & Finance Law Offices IPO practice continues to be one of the leaders in the Hong Kong IPO market. According to latest data from Ryanben Capital, Tongshang was the no. 1 legal adviser to PRC law in the Hong Kong IPO league table by deal volume in the past 6 months (January – June 2021).

Commerce & Finance Law Offices ("Tongshang") represented the joint sponsors and underwriters in the successful listing of Keymed Biosciences Inc. (HKEX:2162) (KEYMED BIO-B) on the Main Board of the Stock Exchange of Hong Kong (HKEX), which raised approximately HK$3.1 billion (US$398 million).

Morgan Stanley Asia Limited, China International Capital Corporation Hong Kong Securities Limited and Huatai Financial Holdings (Hong Kong) Limited were the joint sponsors for the IPO. Morgan Stanley Asia Limited, China International Capital Corporation Hong Kong Securities Limited, Huatai Financial Holdings (Hong Kong) Limited and China Everbright Securities (HK) Limited acted as the Hong Kong underwriters.

Keymed Biosciences Inc. is a biotechnology company focused on the in-house discovery and development of innovative biological therapies in the autoimmune and oncology therapeutic areas.

Tongshang IPO practice continues to be one of the leaders in the Hong Kong IPO market. According to latest data from Ryanben Capital, Tongshang was the no. 1 legal adviser to PRC law in the Hong Kong IPO league table by deal volume in the past 6 months (January – June 2021).