Leading Independent Hong Kong Law Firm

Mergers & ACQUISITIONS

Over US$35 billion in transactions since 2004

"Leading Practice"

"Exceptionally Talented"

"The Choice for Sophisticated Clients"

"Leading Lawyer"

"Leading Practice"

"Global Leader"

With over US$35 billion in transaction deal volume since our establishment in 2004, Timothy Loh LLP is a powerhouse in Hong Kong M&A. As a leading Hong Kong M&A law firm, our work has been recognized around the world by independent industry publications such as the International Financial Law Review 1000 (IFLR1000) and asialaw.

Our Hong Kong M&A lawyers act for a wide range of purchasers, sellers, lenders, secured creditors, shareholders and counterparties, including private equity, hedge funds and listed companies. We are fortunate to have been entrusted with some of our clients highest-value and most complex M&A transactions.

Our practice has a particular expertise in M&A transactions involving financial institutions, including SFC licensed corporations and insurers and insurance brokers regulated by the Insurance Authority (“IA”).

Leveraging more than twenty years of experience, we have a track record as the M&A law firm of choice for complex and challenging deals requiring sophistication, pragmatism and commercial sensitivity.

Comprehensive
M&A Experience

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We have a depth and breadth of M&A knowledge that encompasses the sale and purchase of shares, statutory amalgamations, mergers and reconstructions by schemes of arrangement, business acquisitions including transfers of assets and liabilities and the formation of joint ventures. Our M&A lawyers offer deep industry insight, tactical precision, and unwavering commitment to our clients' objectives. We work with you to define your acquisition and divestiture strategy, providing guidance throughout the process and ensuring every step aligns with your business objectives and risk profile.

Deal Structure
& Execution

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We provide assistance in M&A deal structure, pricing and earn-outs and other completion mechanisms, conditions precedent, representations, and warranties. Our team conducts legal due diligence, negotiations, and preparation of letters of intent and term sheets, sale and purchase agreements, disclosure letters and other transactional documentation.

Regulatory
Compliance

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We guide clients through the intricate requirements under the Code on Takeovers and Mergers (Takeovers Code), along with regulatory reporting and announcement requirements for notifiable and connected transactions under Chapter 14 and 14A of the SEHK Listing Rules.

Restructuring
& Amalgamation

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Navigating complex statutory amalgamations, schemes of arrangement, and joint ventures, we employ strategic acumen in assignments and transfers under the Companies Ordinance and Transfer of Business (Protection of Creditors) Ordinance (“TBPCO”). We offer thorough guidance on JV structures, dispute resolution, governance, and shareholder protection, crafting precise agreements and documentation. Our services are designed to safeguard assets, minimize liabilities, and align with regulatory obligations.

Let us arrange an appointment with our award-winning lawyers for your case

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EXPERIENCE

Acquisition of Investment Management Firm

Local counsel for a consumer high technology company listed on the New York Stock Exchange with a market capitalization of over USD120 billion in connection with a change of control in the context of the client’s acquisition of an SFC regulated investment management firm

Spin-off of Global Commodities Business

Hong Kong counsel to a Fortune Global 200 financial institution in respect of the US$430 million spin-off of its global commodities brokerage and derivatives business.

Advised a U.S. Global Investment Firm on US$2.5 Billion Stake in an International Insurance Broker

Hong Kong counsel for a leading U.S. based global investment firm with US$510 billion AUM in connection with its acquisition of a majority stake in a leading international wholesale insurance broker.

US$3.25 Billion Sale of Global Re-Insurance Broker

Local counsel for a US listed global multinational risk management, insurance brokerage and advisory company with a market capitalization over US$28 billion on the sale of its re-insurance brokerage operations.

Acquisition of Trading Membership in the Hong Kong Stock Exchange for U.S Based Global Institution

Lead counsel to a US based global institutional agency broker in connection with the acquisition of a Trading Right and the application to become an Exchange Participant and the establishment of third party clearing arrangements.

Restructuring of Manager and Fund

Hong Kong counsel to a Hong Kong based private equity firm that focuses on investments in Chinese technology companies and their overseas acquisition, set up with US$500 million of initial funding. We act as ongoing external general counsel to the client in respect of various issues including a restructuring of the capital of the client sponsor firm and updating fund offering documents to reflect regulatory changes.

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