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Paul Hastings Advises JP Morgan on SBI Holdings, Inc.s Listing of Hong Kong Depositary Receipts

April 14, 2011

Marking the first such listing from a Japanese company in Hong Kong

Hong Kong (April 14, 2011)
Paul, Hastings, Janofsky & Walker, a leading global law firm, announced today that it has advised JPMorgan Chase Bank, N.A. (JPMorgan) as the depositary bank in the listing of Hong Kong Depositary Receipts (HDRs) for SBI Holdings, Inc. (SBI), a Japanese internet-based financial group, on the Main Board of the Hong Kong Stock Exchange. SBI is the only Japanese company to be listed in Hong Kong and the second company after Brazils Vale S.A. (Vale) to issue HDRs. Paul Hastings advised JPMorgan as the sponsor and depositary in Vales listing of HDRs by way of introduction. Unlike Vale, SBI raised funds from its listing.

Daiwa Capital Markets Hong Kong Limited was the sole sponsor and sole global coordinator for the offering and a joint bookrunner together with CCB International Capital Limited.

Based on an offer price of US$10.32 per offer HDR, SBI estimates that it will receive net proceeds of approximately US$167 million from the 17,500,000 Offer HDRs to be offered, after deducting underwriting fees and other related fees and expenses.

Through its listing, SBI said it will be making aggressive investments and an expansion into China and other emerging markets to diversify away from its core business in Japan. This expansion drive and boost to its brand is expected to cost approximately US$300 million over three years.

Catherine Tsang, partner in the Hong Kong office, commented: This was an exciting transaction to work on given that it was a first of its kind for a Japanese company. Our experience working on Vales listing of HDRs at the end of 2010 helped equip us with the necessary expertise to successfully get this deal to market. The transaction involved multijurisdictional legal and regulatory issues and close collaboration among our capital markets teams in Hong Kong and New York.

The Paul Hastings team was led by New York partner Scott Saks and Hong Kong partner Catherine Tsang, who were supported by Eve Chan.


Paul, Hastings, Janofsky & Walker LLP is a leading global law firm with offices in Asia, Europe, and the United States. We provide innovative legal solutions to financial institutions and Fortune 500 companies. Please visit www.paulhastings.com for more information.