Deals – 25 August 2006

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Gide Loyrette Nouel, Vietnam Office has been advising Vivendi and a consortium of European Banks in the transfer of any and all of theirs equities and loan interests in the Hanoi Hilton Hotel in Vietnam to VinaCapital Investment Fund. The firm assisted the Sellers in the drafting, negotiating, finalising and closing the Loan Transfer and Share Purchase Agreement for a combined amount of US$42 Million with VinaCapital.

Freshfields Bruckhaus Deringer advised PetroChina on the US$2.74bn acquisition of a 67 per cent interest in PetroKazakhstan from PetroChina’s parent company, China National Petroleum Corp, through their 50-50 joint venture, CNPC Exploration and Development Company.

Simmons & Simmons has advised Roca Sanitario, S.A., the Spanish-based world-wide leading sanitary-ware manufacturer, on the acquisition of the sanitary-ware business of Eagle Brand Holdings Limited, a Singapore-listed company for RMB 255 million. Roca Sanitario is the world largest sanitary-ware manufacturer in terms of sales volume. Eagle is a leading sanitary-ware brand across China and is operated by its three China based subsidiaries. Upon completion of this RMB 255 million transaction, Roca Sanitario acquired all those sanitary-ware assets through a newly established WFOE. This acquisition will help Roca Sanitario expand its operation in China effectively and efficiently.

Cleary Gottlieb represented Korean steel company, POSCO, in its $300 million Reg S offering of 5.875% notes due August 2016. The notes were listed on the Singapore Stock Exchange. ABN AMRO, HSBC and UBS Investment Bank served as joint lead managers and joint book-runners in the transaction. POSCO is the largest steel company in South Korea.

Freshfields Bruckhaus Deringer advised Eaton Corporation on the voluntary general offer of shares for Senyuan International Holdings for US$64m.

Simmons & Simmons has advised the Morgan Stanley Real Estate’s MSREF V international-led consortium on the acquisition, finance and management in respect of 77 Des Voeux Road Central, Hong Kong for HK$2.258 Billion from Hang Seng Bank.

Minter Ellison advised the Dragagesand Shun Tak consortium , on their successful bid for the right to design, construct, develop and manage the SkyCity Hotel at Hong Kong International Airport. The firm’s role has involved advising on the structure of the consortium, the tender documents (including the Agreement for Sub-Lease and the Sub-Lease), tender strategy, the structure of the proposed financing and all agreements with the hotel operator. Valued at approximately HK$900 million, it is Hong Kong’s second PPP. Minter Ellison also advised Dragages on the SAR’s first PPP, the International Exhibition Centre project.

Freshfields Bruckhaus Deringer advised China Construction Bank in connection with its HK$9.71bn acquisition of Bank of America Asia.