Carrie Li

Recent experience includes the representation of:

Debt Securities Offerings

• Country Garden Holdings Company Limited on its offerings of a total of US$18.1 billion senior notes, among which the offering of US$750 million 7.5% senior notes due 2023 was named “Best High-Yield Bond” by FinanceAsia and IFR Asia in 2013. FinanceAsia recognized Country Garden’s US$1.5 billion dual tranche senior notes as “Best High Yield Bond” at the FinanceAsia Achievement Awards 2019. Its offering of US$600 million convertible bonds, with a concurrent synthetic share buy-back through a cash-settled swap transaction was also named in 2008 as a “Deal of the Year” by CFO Asia, “Equity-Linked Deal of the Year” by IFR Asia, “Most Innovative Deal” by The Asset and in 2009 as “Debt and Equity-Linked Deal of the Year” by IFLR.
• Fosun International Limited on its offerings of a total of US$5.33 billion senior notes, among which the offering of US$400 million senior notes offering was named as “Debt Deal of the Year” by China Business Law Journal in 2013. Its €400 million senior notes offering was awarded as “Regional High-Yield Bond of the Year” by IFR Asia Awards 2019 and “Best Bond” in the conglomerate section by The Asset Triple A Sustainable Capital Markets Regional Awards in 2019. Its US$600 million senior notes offering in 2020 was awarded “Best High Yield Bond” in China (Offshore) by The Asset Triple A Country Awards in 2020.
• The underwriters, in connection with Alibaba Group on its offering of US$5 billion dual-currency notes. The USD-denominated notes are issued under Rule 144A/Regulation S, with a total size of US$2.65 billion, consisting of USD notes with maturities of 5.5 years, 10.5 years, and 30 years. The CNY-denominated notes are issued under Regulation S, with a total size of CNY17 billion, consisting of offshore RMB notes with maturities of 3.5 years, 5 years, 10 years, and 20 years.
• Agile Group Holdings Limited on its offerings of a total of US$5.08 billion debt securities, among which the offering of US$400 million senior notes was named “Best High‑Yield Bond” in 2006 by The Asset.
• P.R.C. Ministry of Finance’s offering of US$500 million of five-year notes and US$1 billion of 10-year Bonds. The transaction was named as “Best Bond Deal” and “Best Investment Grade Bond Deal of the Year 2004” by FinanceAsia.
• Indo Integrated Energy B.V. on its offering of US$250 million senior notes. This transaction was named “Best High-Yield Bond 2007” by FinanceAsia.
• Managers in connection with the offering of (1) CNY1.5 billion 3.5% bonds due 2027 and (2) CNY1.35 billion 3.25% bonds due 2029, by a world-leading logistics real estate company headquartered in the U.S. The 3.5% bonds due 2027 was the company’s first issuance of offshore RMB bonds and also marked the first public issuance of dim sum bonds by a foreign issuer since September 2021. The landmark transaction is the largest dim sum bond issuance by a foreign-funded enterprise in the past 10 years.
• China Cinda (HK) Holdings Company Limited on its offering of CNY1.5 billion FTZ bonds.
• Xinchang County Transportation Investment Group Company Limited on its offering of €100 million and CNY680 million credit enhanced bonds.
• Shanghai Fosun High Technology (Group) Co., Ltd. on its offering of a total of US$350 million debt securities.
• China Evergrande Group on its offering of a total of US$21.107 billion senior notes.
• Sunac China Holdings Limited on its offering of a total of US$12.66 billion debt securities.
• CIFI Holdings (Group) Co. Ltd. on its offering of a total of US$5.405 billion debt securities.
• Central China Real Estate Limited on its offering of a total of US$3.99 billion debt securities.
• Logan Property Holdings Company Limited on its offering of a total of US$3.91 billion debt securities.
• Times China Holdings Limited on its offering of a total of US$3.43 billion debt securities.
• The underwriters, in connection with Shandong Hi-Speed Group, Limited on its offering of a total of US$3.1 billion debt securities.
• China SCE Group Holdings Limited on its offering of a total of US$2.4 billion debt securities.
• Modern Land (China) Co., Limited on its offering of a total of US$2.38 billion debt securities.
• Redco Properties Group Limited on its offering of a total of US$2.18 billion debt securities.
• The Export-Import Bank of China on its offering of a total of US$5.03 billion notes.
• The underwriters, in connection with Sichuan Languang Development Co., Ltd on its offering of a total of US$1.75 billion debt securities.
• China Development Bank Corporation on its offerings of a total of US$1.6 billion and €325 million notes.
• The underwriters, in connection with Haitong International Securities Group on its offering of a total of US$1.5 billion debt securities.
• The underwriters, in connection with Yunnan Metropolitan Construction Investment Group Co., Ltd on its offering of a total of US$1.3 billion debt securities.
• The Government of the Hong Kong Special Administrative Region of the People’s Republic of China on its issuance of US$1.25 billion notes.
• Zhuhai Huafa Group Co., Ltd on its offering of a total of US$1 billion debt securities, among which the offering of US$200 million 3.7% guaranteed bonds due 2020 through its indirect wholly owned subsidiary Huafa 2019 I Company Limited, as the issuer is the first publicly offered bond registered, listed, and traded on Chongwa (Macao) Financial Asset Exchange CO., Ltd. (MOX).
• Geely Automobile Holdings Limited on its offering of a total of US$800 million debt securities.
• The underwriters, in connection with Gemdale Corporation on its offering of a total of US$700 million debt securities.
• China Logistics Property Holdings Co., Ltd. on its offering of a total of US$692 million debt securities.
• Helenbergh China Holdings Limited on its offering of a total of US$550 million debt securities.
• Southwest Securities Co., Ltd. on its offering of a total of US$542 million debt securities.
• Zensun Group Limited on its offering of a total of US$540 million debt securities.
• Shandong Ruyi Technology Group Co., Ltd. on its offering of a total of US$395 million debt securities.
• Nine Dragons Paper (Holdings) Limited on its offering of US$700 million senior notes.
• United Photovoltaics Group Limited on its offering of US$250 million senior notes.
• The underwriters, in connection with Concord New Energy Group Limited’s offering of US$200 million senior notes.
• Viva Biotech Holdings on its offering of US$180 million guaranteed convertible bonds.
• Hang Fung Gold Technology Limited on its offering of US$170 million senior notes.
• The underwriters, in connection with Car Inc.’s offering of RMB 400 million notes.

Restructuring

• Zhongliang Holdings Group Company Limited on the successful restructuring of its approximately US$1.2 billion of offshore debt.
• Sunac China Holdings Limited (Sunac) in the restructuring of its US$10.2 billion offshore debt. It is the largest offshore restructuring transaction completed by a Chinese property group and it achieved both the highest supporting rate and the highest deleveraging ratio of recent offshore schemes in this sector. The deal was recognized as the “Restructuring Deal of the Year” by IFLR Asia-Pacific Awards 2024. The deal also won the “Asia-Pacific Restructuring” award at International Financing Review’s IFR Awards 2023 and the “Turnaround Deal” award at the IFR Asia Awards 2023.
• Modern Land (China) Co., Limited on the restructuring of its US$1.34 billion in offshore dollar-denominated notes. Through the restructuring, the existing New York law-governed notes were replaced by a combination of cash and new notes with extended maturity. This is one of the first successful restructuring deals completed by Chinese real estate companies under Chapter 15 of the U.S. Bankruptcy Code in the U.S. The Chapter 15 recognition is of wider significance because it not only recognizes the scheme of arrangement in a foreign jurisdiction, but also explicitly confirms that the Chapter 15 recognition is effective and binds in discharging New York law-governed debt. Modern Land is a real estate developer focusing on the development of green, energy-saving, and eco-friendly residences in the People’s Republic of China. The deal was named as “Deal of the Year” by China Business Law Journal in 2022.
• Shandong Sanxing Group Co., Ltd on the restructuring of its US$200 million NY law governed notes via a BVI scheme of arrangement, which obtained over 90% creditor consent and was sanctioned by the BVI court.
• A number of issuers on offshore debt restructuring transactions, including Sino-Ocean Group Holding Limited, Times China Holdings Limited, Agile Group Holdings Limited, Redco Properties Group Limited and Helenbergh China Holdings Limited.

Liability Management

Carrie also assisted issuers and lead managers in liability management matters:

• Fosun International Limited
• Country Garden Holdings Company Limited
• China Evergrande Group
• AA Investments Ltd. and Asia Aluminum Holdings Ltd.
• Car Inc.
• Concord New Energy Group Limited
• Nine Dragons Paper (Holdings) Limited
• Agile Group Holdings Limited
• Carnival Group International Holdings Limited
• Central China Real Estate Limited
• China New Town Development Co., Ltd.
• China Logistics Property Holding Co., Ltd
• CIFI Holdings (Group) Ltd.
• Helenbergh China Holdings Limited
• JY Grandmark Holdings Limited
• Logan Group Company Limited
• PT Davomas Abadi Tbk
• Redco Properties Group Limited (The deal was named as “Deal of the Year” by China Business Law Journal in 2022.)
• Sunac China Holdings Limited
• Times China Holdings Limited
• Zensun Group Limited

Hong Kong Initial Public Offerings and Equity Capital Markets Transactions

• APT Electronics Co., Ltd. (HKEX: 2551), represented the sole sponsor and the underwriters in connection with its initial public offering on the Main Board of the Hong Kong Stock Exchange. APT Electronics is a provider of intelligent automotive vision products integrating “LED+” technologies. It integrates LED technologies with integrated circuits (ICs), electronic control, software, sensors, optics, and others.
• Sunac China Holdings Limited (HKEX: 1918) in connection with its top-up placing of existing shares and subscription of new shares under general mandate. The gross proceeds from the subscription are approximately HK$1.205 billion (US$155 million).
  
• Geely Automobile Holdings Limited (HKEX: 175) on the distribution of American Depositary Shares (ADSs) of ZEEKR to Geely Auto’s qualifying shareholders pursuant to Practice Note 15 to the Hong Kong Listing Rules and Regulation S under the U.S. Securities Act, which is in connection with the spin-off listing of ZEEKR Intelligent Technology Holding Limited (NYSE: ZR) on the New York Stock Exchange.
• Xi’an Kingfar Property Services Co., Ltd. (HKEX: 1354) in connection with its initial public offering and H-share listing on the Main Board of The Stock Exchange of Hong Kong. Xi’an Kingfar Property Services Co., Ltd. is a state-owned comprehensive city service and property management service provider in Shaanxi Province with presence in Northwest China.
• Redco Healthy Living Company Limited (HKEX: 2370) in connection with its HK$255 million (US$32.6 million) initial public offering on the Main Board of The Stock Exchange of Hong Kong. The listing is a spinoff of property management business from Redco Properties Group Limited (HKEX:1622). Redco Healthy Living is a Jiangxi based comprehensive property management and lifestyle service operator in China. 
• Country Garden Holdings Company Limited (HKEX: 2007) in connection with the placement of 1,463 million new shares under general mandate. The gross proceeds from the placing are estimated to be approximately HK$3,920.8 million.
• SCE Intelligent Commercial Management Holdings Limited (HKEX:606) in connection with its HK$1.85 billion (US$240 million) initial public offering on the Main Board of the Stock Exchange of Hong Kong. The listing is a spinoff of property management business from China SCE Group Holdings Limited (HKEX:1966). SCE Intelligent Commercial Management is a comprehensive property management service provider managing both commercial and residential properties in China. 
• New Hope Service Holdings Limited (HKEX:3658) in connection with its HK$706.8 million (US$90.6 million) initial public offering on the Main Board of the Stock Exchange of Hong Kong. New Hope Service is a well-established comprehensive property management and lifestyle service operator in China.
• Vesync Co., Ltd. (HKEX:2148) in connection with its HK$1.8 billion (US$230 million) initial public offering on the Main Board of the Stock Exchange of Hong Kong. Represented the joint sponsors and underwriters in the offering. Vesync is a small home appliance online retailer in the U.S.
• Evergrande Property Services Group Limited (HKEX: 6666)  in connection with the HK$14.3 billion (US$1.9 billion) initial public offering on the Main Board of The Stock Exchange of Hong Kong Limited. The listing is a spinoff of property management business from Evergrande Group (HKEX: 3333).
• Sunac Services Holdings Limited (HKEX: 1516) in its HK$9.21 billion (US$1.19 billion) initial public offering on the Main Board of the Stock Exchange of Hong Kong (HKEX). The listing is a spinoff of property management business from Sunac China Holdings Limited (Sunac China) (HKEX: 1918).
• Times Neighborhood Holdings Ltd. (HKEX: 9928) in connection with the placing of existing shares and subscription of new shares under general mandate.
• Geely Automobile Holdings Limited (HKEX: 175) in connection with the placement of 600 million new shares. The total transaction value is approximately HK$6.48 billion.
• Arta TechFin Corporation Limited (HKEX: 279), representing the sole overall coordinator CMB International Capital Limited in connection with the placing of existing shares and subscription of new shares under general mandate. The net proceeds from the subscription was approximated at HK$27.5 million.
• Times Neighborhood Holdings Limited (HKEX: 9928) on its US$107 million initial public offering. This listing is also a spinoff from Times China Holdings Limited (HKEX: 1233). 
• Country Garden Services Holdings Company Limited (HKEX: 6098) on its listing by way of introduction. Country Garden Services is a leading residential property management services provider in China.
• Guangzhou Rural Commercial Bank Co., Ltd. (HKEX: 1551) US$1 billion initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited. The Sidley team acted as legal counsel for the joint sponsors and underwriters.Guangzhou Rural Commercial Bank is a leading rural commercial bank in China.
• China Logistics Property Holdings Co., Ltd. (HKEX: 1589) US$434 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited. The Sidley team acted as legal counsel for the joint sponsors. China Logistics Property is a logistics company in China.
• Guangdong Join-Share Financing Guarantee Investment Co., Ltd. (HKEX: 1543) US$51.5 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited. Guangdong Join-Share Financing Guarantee Investment is a financing guarantee services provider in Guangdong province, China.
• CT Environmental Group Ltd. (HKEX: 1363) US$62.9 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited. CT Environmental is a provider of wastewater treatment and industrial water supply services in China, focusing on industrial wastewater treatment.
• KWG Property Holding Limited (HKEX: 1813) US$670 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. KWG Property is a residential and commercial property developer in China.
• China Molybdenum Co., Ltd. (HKEX: 3993) US$1.04 billion initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. China Molybdenum is a leading producer of molybdenum in the PRC with world-class integrated mining and processing facilities.
• Greentown China Holdings Limited (HKEX: 3900) US$393 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. Sidley team acted as legal counsel for sponsors and underwriters. Greentown China is one of China’s leading residential property developers, principally engaged in real estate development.
• China Infrastructure Machinery Holdings Limited (HKEX: 3339) US$62 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. Sidley team acted as legal counsel for global coordinator. China Infrastructure Machinery is a leading manufacturer of wheel loaders and a major manufacturer of infrastructure machinery in the PRC.
• Guangzhou R&F Properties Co., Limited (HKEX:2777) US$293 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. R&F is the largest H-share property company listed on the SEHK in terms of market capitalization.
• China Lifestyle Food and Beverages Group Ltd. (HKEX: 1262) US$95.8 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. China Lifestyle Food and Beverages Group is a leading snack food and jelly products provider in China.
• The Ming An (Holdings) Company Limited (former HKEX: 1389) US$194 million initial public offering on the Main Board of the Stock Exchange of Hong Kong Limited and global offering pursuant to Regulation S and Rule 144A. Sidley team acted as legal counsel for sponsor and underwriter. Ming An is a leading general insurance company in Hong Kong and a subsidiary of China Insurance Holdings.