Dominic Tsun - Partner

KIRKLAND & ELLIS

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Dominic Tsun

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Hong Kong
Phone: +852-3761-3555
Fax: +852-3761-3301
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Professional Profile

To view Dominic Tsun's profile in simplified Chinese characters, please click here.

Dominic Tsun is a senior corporate partner with the Firm in Hong Kong. He is a fluent Mandarin and Cantonese speaker and is qualified to practice Hong Kong, New York and English law. Dominic has acted for virtually all of the major international investment banks operating in Hong Kong in a diverse variety of matters, including Hong Kong IPOs, H share listings, additional listings (dual primary or secondary) in Hong Kong, spin-offs, fundraising by listed companies, takeovers, other mergers and acquisitions, and privatizations of state-owned enterprises. He has extensive experience working on complex and pioneering transactions and has worked with many leading PRC companies in a range of sectors. He has also assisted a significant number of issuers from across the globe with their plans to achieve a listing on the Hong Kong Stock Exchange. He has been based in Hong Kong since 1994.

Dominic has been named a leading lawyer in capital markets by Chambers Asia-Pacific (Band 1), Chambers Global (Band 1), IFLR 1000 and The Legal 500 Asia Pacific, among others. The Legal 500 Asia Pacific has noted he is "'a big name in Hong Kong listings', 'very experienced, fast with good ideas', and 'has good relationships and communicates very well with regulators'". Chambers Asia-Pacific described him as a "'seasoned practitioner who strikes the right balance between being cautious and commercially rigorous'" and "'a much-respected lawyer, who is just about as good as it gets in relation to Hong Kong law - he is a great problem solver who really knows how to get jobs done'" with "a long history of involvement in trend-setting deals." Clients describe him as "highly commercial". IFLR 1000 has described him as "excellent", "highly regarded" and "very effective when it comes to Hong Kong issues".


Representative Matters

Dominic has led the Kirkland team in representing the following:

  • J.P. Morgan Securities, CITIC Securities, UBS and Goldman Sachs, as joint global coordinators and joint bookrunners, as well as China International Capital Corporation, HSBC, Haitong International Securities Company Limited, Citigroup Global Markets, Merrill Lynch, Deutsche Bank, BOCOM, CMB International Capital and BOCI Asia as the other joint bookrunners, in the US$1.78 billion initial public offering and listing on the Hong Kong Stock Exchange of SINOPEC Engineering (Group) Co., Ltd.;

  • Qinhuangdao Port Co., Ltd., a port operator in China which operates the world's largest coal port in terms of throughput, in its US$560 million initial public offering on the Hong Kong Stock Exchange and concurrent Rule 144A/ Regulation S offering of its H-shares, with Citi, CICC and HSBC acting as its joint global coordinators;

  • Morgan Stanley and J.P. Morgan, as joint global coordinators and joint bookrunners, as well as China International Capital Corporation and Macquire, as joint bookrunners and joint lead managers, in the US$205 million initial public offering and listing on the Hong Kong Stock Exchange of Forgame Holdings Limited, a leading PRC online game company;

  • Credit Suisse, as sole sponsor and global coordinator, joint bookrunner and lead manager, and China Renaissance Securities, as joint book runner and joint lead manager, in the US$145.4 million initial public offering of Boyaa Interactive International Limited, an online card and board game developer and operator with a leading mobile game business in China, Hong Kong, Taiwan and Thailand;

  • BAIOO Family Interactive Limited, China's leading children's web game developer, in its initial public offering on the Hong Kong Stock Exchange and concurrent Rule 144A/ Regulation S offering of shares for approximately US$196 million, with Deutsche Bank and Citi acting as its joint global coordinators;

  • Hydoo International Holding Limited, a Chinese commercial development company which focuses on the design, construction and operation of large commercial complexes in cities across China, in its initial public offering on the Hong Kong Stock Exchange and concurrent Rule 144A/ Regulation S offering of shares for a final offering (before any exercise of the greenshoe) of US$214.3 million, with UBS and Morgan Stanley acting as its joint global coordinators;

  • Goldman Sachs and CICC, as joint sponsors and joint bookrunners, in the US$216 million initial public offering and listing on the Hong Kong Stock Exchange of China Harmony Auto Holding Limited, a leading auto-dealership group that deals exclusively in luxury and ultra-luxury passenger vehicles in China;

  • Citi, as the sole sponsor, in the spin-off from the Hong Kong listed company, Xinyi Glass Holdings Limited, and the listing by way of introduction of Xinyi Solar Holdings Limited on the Hong Kong Stock Exchange;

  • Morgan Stanley, Deutsche Bank and BOCI, as joint global coordinators, in the US$580 million initial public offering and listing on the Hong Kong Stock Exchange of Sunshine Oilsands Ltd., the first Alberta incorporated company to achieve a listing in Hong Kong;

  • J.P. Morgan Securities and Merrill Lynch International, CIMB and Mizuho Securities, as joint bookrunners and lead managers, in connection with the issuance of US$600 million 1.875% Guaranteed Senior Notes due 2018 by Want Want China Finance Limited. The notes are guaranteed by Want Want China Holdings Limited, a Hong Kong listed Company, and listed on the Hong Kong Stock Exchange; and

  • Bank of America Merrill Lynch, Standard Chartered, Guotai Junan and ICBC International, as joint bookrunners and joint lead managers, in the US$66 million initial public offering and listing on the Hong Kong Stock Exchange of Xiao Nan Guo Restaurants Holdings Limited.

Prior to joining Kirkland & Ellis, Dominic had a leading role in representing the following:

  • Goldman Sachs, HSBC, Morgan Stanley, RBS and UBS, as joint bookrunners, in the US$1.25 billion initial public offering and listing on the Hong Kong Stock Exchange of Luxembourg incorporated Samsonite International S.A.;

  • Wynn Macau, Limited in its US$1.87 billion initial public offering and listing on the Hong Kong Stock Exchange (the first Main Board listing by a U.S.-controlled business in Hong Kong);

  • Daiwa, as sole global coordinator, in the US$200 million global offering of Hong Kong Depositary Receipts and secondary listing on the Hong Kong Stock Exchange of SBI Holdings Inc., a company incorporated in Japan and listed on the Tokyo Stock Exchange and Osaka Stock Exchange. This is the first company from Japan to achieve a listing in Hong Kong and it is also the first offering by any issuer of Hong Kong Depositary Receipts;

  • Citi, CICC and JPMorgan, as joint sponsors, in the secondary listing on the Main Board of Hong Kong Stock Exchange by way of introduction of LSE-listed Kazakhmys PLC, an England-incorporated FTSE 100 natural resource company with interests in a variety of metals, petroleum and power generation;

  • Standard Chartered Securities, as sole sponsor, in the primary listing on the Main Board of Hong Kong Stock Exchange by way of introduction of Singapore-listed and incorporated Elec & Eltek International Company Limited;

  • Huaneng Renewables Corporation Limited, a leading pure-play renewable energy company in the PRC with a primary focus on wind power generation, in its US$850 million initial public offering and listing of H shares on the Hong Kong Stock Exchange;

  • Citi and Macquarie, as joint global coordinators in the US$438 million international offering of shares in Toronto-listed SouthGobi Energy Resources Ltd., which involved public offerings in Hong Kong and Canada, an international private placement (including Rule 144A sales in the United States) and the secondary listing of SouthGobi's shares on the Hong Kong Stock Exchange (the first listing by a British Columbia incorporated company in Hong Kong);

  • Citi and BOCI, as joint bookrunners and joint lead managers, in the US$309 million global offering of shares in British Columbia incorporated and Toronto-listed China Gold International Resources Corp. Ltd. (a subsidiary of state-owned China National Gold Group Corporation) and the dual primary listing of China Gold's shares on the Hong Kong Stock Exchange (the first company incorporated in a Canadian jurisdiction to achieve a primary listing in Hong Kong);

  • Citi and JPMorgan, as joint global coordinators and sponsors, in the US$747 million initial public offering and listing on the Hong Kong Stock Exchange of Mongolian Mining Corporation. This is the first Hong Kong listing of a Mongolian-controlled company and is also the first mining company listed under the new Chapter 18 Listing Rules implemented in June 2010;

  • Citi, Macquarie and Rothschild, as joint sponsors and bookrunners, in the US$224 million initial public offering and listing on the Hong Kong Stock Exchange of iron ore mining company, Newton Resources Ltd. This is a spin-off from New World Development Company Limited and NWS Holdings Limited, both of which are listed in Hong Kong;

  • CITIC Dameng Holdings Limited, in its US$265 million initial public offering and listing on the Hong Kong Stock Exchange (a spin-off from Hong Kong listed CITIC Resources Holdings Limited);

  • Citi, as sole global coordinator and sponsor, in the US$193 million initial public offering and listing on the Hong Kong Stock Exchange of China Kingstone Mining Holdings Limited;

  • JPMorgan, CCB International and CITIC Securities International ICBC, as joint sponsors and bookrunners, in the approximately US$200 million initial public offering and listing on the Hong Kong Stock Exchange of Tibet 5100 Water Resources Holdings Ltd.;

  • Pfizer, as a cornerstone investor, on its US$50 million investment in the IPO of Shanghai Pharmaceuticals Holding Co., Ltd.;

  • Bluestar Adisseo Nutrition Group Limited, in its proposed initial public offering and proposed listing in Hong Kong. Bluestar Adisseo is owned by Bluestar which is 80 percent-controlled by ChemChina, the largest chemical producer in the PRC. Bluestar Adisseo is headquartered in France and has operations in the U.S. and other parts of Europe;

  • Hidili Industry International Development Limited, one of the largest privately owned integrated coal-mining companies in Southwest China and whose shares are listed on the Hong Kong Stock Exchange, in (a) its offering of approximately US$250 million principal amount of Renminbi-denominated U.S. dollar-settled convertible bonds; and (b) its US$400 million offering of high-yield notes;

  • Hilong Holding Limited, a leading PRC-based non-state owned integrated oil field equipment and service provider, in its US$133 million initial public offering and listing on the Hong Kong Stock Exchange;

  • China CITIC Bank Corporation Limited, in its US$5.9 billion initial public offering and simultaneous dual listing in Hong Kong and Shanghai;

  • China CITIC Bank Corporation Limited, in the US$629 million sale of a 4.83 percent interest of the Bank's shares by CITIC Group to Banco Bilbao Vizcaya Argentaria S.A.;

  • Yahoo! Inc., in relation to the initial public offering and listing on the Hong Kong Stock Exchange of Alibaba.com Limited, and the subsequent sale of its cornerstone stake in Alibaba.com Limited;

  • Goldman Sachs, HSBC and UBS, as joint global coordinators in the US$1.9 billion initial public offering and listing on the Hong Kong Stock Exchange of SOHO China Limited;

  • Goldman Sachs and Morgan Stanley, as joint global coordinators and sponsors in the US$840 million initial public offering and listing on the Hong Kong Stock Exchange of Bosideng International Holdings Limited;

  • Goldman Sachs, as global coordinator and sponsor in the US$818 million initial public offering and listing on the Hong Kong Stock Exchange of Kingboard Laminates Holdings Limited (a spin-off from Kingboard Chemical Holdings Limited);

  • UBS, as global coordinator and sponsor in the US$758 million initial public offering and listing on the Hong Kong Stock Exchange of BYD Electronic (International) Company Limited (a spin-off from Hong Kong listed BYD Company Limited, the first spin-off in Hong Kong ever by a PRC incorporated company);

  • Citi, as sole global coordinator and sole sponsor, in the US$400 million initial public offering and listing on the Hong Kong Stock Exchange of SITC International Holdings Company Limited;

  • Goldman Sachs, as global coordinator and sponsor in the US$388 million initial public offering and listing on the Hong Kong Stock Exchange of Stella International Holdings Limited;

  • UBS, as global coordinator and sponsor in the US$328 million initial public offering and listing on the Hong Kong Stock Exchange of International Mining Machinery Holdings Limited;

  • JPMorgan and UBS, as joint global coordinators and sponsors in the US$250 million initial public offering and listing on the Hong Kong Stock Exchange of China Liansu Group Holdings Limited;

  • Citi and Morgan Stanley, as joint global coordinators and sponsors in the US$246 million initial public offering and listing on the Hong Kong Stock Exchange of Pacific Textiles Holdings Limited;

  • Citi, as sole global coordinator and sponsor, in the US$229 million initial public offering and listing on the Hong Kong Stock Exchange of Leoch International Technology Limited;

  • Goldman Sachs and HSBC, as joint global coordinators and sponsors in the US$211 million initial public offering and listing on the Hong Kong Stock Exchange of NVC Lighting Holding Limited;

  • Yuzhou Properties Company Limited in its US$209 million initial public offering and listing on the Hong Kong Stock Exchange;

  • Merrill Lynch, as global coordinator and joint sponsor (with Cazenove) in the US$207 million initial public offering and listing on the Hong Kong Stock Exchange of China Properties Holdings Limited;

  • Delta Networks, Inc., in (a) its US$181 million initial public offering and listing on the Hong Kong Stock Exchange (a spin-off from Taiwan listed Delta Electronics, Inc.) and (b) its US$142 million going-private acquisition by Delta Electronics, Inc.;

  • Bank of America Merrill Lynch, China Construction Bank and Macquarie, as global coordinators and sponsors in the US$106 million initial public offering and listing on the Hong Kong Stock Exchange of China ITS (Holdings) Co., Ltd.;

  • Morgan Stanley, as global coordinator and sponsor in the US$72 million initial public offering and listing on the Hong Kong Stock Exchange of Greens Holdings Limited;

  • JPMorgan, as global coordinator and sponsor in the US$67.8 million initial public offering and listing on the Hong Kong Stock Exchange of Computime Group Limited;

  • Citi, Goldman Sachs and UBS, as joint global coordinators in the proposed initial public offering and listing on the Hong Kong Stock Exchange of E-Land Fashion China Holdings, Limited (a subsidiary of a large Korean conglomerate operating in the PRC);

  • Capital Group, in relation to its pre-IPO investment in Renhe Commercial Holdings Company Limited;

  • acting for the Sponsors in connection with qualifying Singapore as an acceptable jurisdiction for Hong Kong listing;

  • acting for the Sponsors in connection with qualifying Cyprus as an acceptable jurisdiction for Hong Kong listing;

  • acting for the Sponsors in connection with qualifying Japan as an acceptable jurisdiction for Hong Kong listing; and

  • Morgan Stanley, as financial adviser and sole underwriter, in G-Resources Group's US$232 million acquisition of the Martabe gold and silver project, and the related US$587 million equity placing.

Other highlights from his career include representing:

  • BOC International, Goldman Sachs, HSBC and Morgan Stanley, as global coordinators and sponsors in the US$1.8 billion global offering and Hong Kong listing of Ping An Insurance (Group) Company of China, Ltd., the largest IPO in Hong Kong in 2004;

  • The Link Management Limited, the manager of The Link Real Estate Investment Trust ("The Link REIT") on the establishment of The Link REIT and its proposed US$4 billion acquisition of a portfolio of 180 retail and car park facilities from the Hong Kong Housing Authority in 2004;

  • PetroChina Company Limited, in relation to the restructuring of China National Petroleum Corporation, which culminated in the formation of PetroChina and its subsequent US$2.9 billion global offering and dual listing on the Hong Kong and New York stock exchanges. The restructuring involved more than 1.4 million employees and approximately 50,000 parcels of real property, making it one of the most complicated pre-IPO restructurings ever seen in Hong Kong;

  • Bank of Communications Co., Ltd in its US$1.6 billion initial public offering and listing on the Hong Kong Stock Exchange in 2004;

  • Goldman Sachs, as global coordinator and sponsor in the spin-off (with a cash option) by Legend Holdings Limited (now Lenovo Group Ltd.) of Digital China Holdings Limited, one of the most complicated spin-off structures ever used in Hong Kong;

  • Hutchison Telecommunications International Limited, in its US$890 million initial public offering (a spin-off from Hutchison Whampoa Ltd.) and listing on the Hong Kong Stock Exchange;

  • Goldman Sachs and UBS, as global coordinators and sponsors in the US$487 million initial public offering and listing on the Hong Kong Stock Exchange of Foxconn International Holdings Limited;

  • HSBC, as global coordinator and sponsor in the US$321 million initial public offering and listing on the Hong Kong Stock Exchange of Dah Sing Banking Group Limited (a spin-off from Dah Sing Financial Holdings Ltd.);

  • Goldman Sachs, as global coordinator and sponsor in the US$160 million initial public offering and listing on the Hong Kong Stock Exchange of Pacific Basin Shipping Limited;

  • JPMorgan, as global coordinator and sponsor in the US$135 million initial public offering and listing on the Hong Kong Stock Exchange of Solomon Systech (International) Limited;

  • Goldman Sachs, as global coordinator and co-sponsor in the US$377 million Hong Kong public offering and dual primary listing on the Hong Kong Stock Exchange of England incorporated and London listed Standard Chartered plc;

  • CSFB and HSBC as joint placing agents and sponsors in the US$498 million offering and listing on the Hong Kong Stock Exchange of Genting Hong Kong Limited (formerly Star Cruises Limited);

  • Goldman Sachs, as global coordinator and sponsor in the US$142 million initial public offering and listing on the Hong Kong Stock Exchange of TravelSky Technology Limited;

  • HSBC, as global coordinator and sponsor in the US$100 million initial public offering and listing on the Hong Kong Stock Exchange of Nam Tai Electronic & Electrical Products Limited;

  • HSBC, as global coordinator and sponsor in the US$54 million initial public offering and listing on the Hong Kong Stock Exchange of Integrated Distribution Services Group Limited;

  • BP, as a strategic investor, on its investment of up to US$400 million in the IPO of China Petroleum & Chemical Corporation (Sinopec);

  • various Hong Kong listed companies in connection with their further share issuances, including Yizheng Chemical Fibre Company Limited (the first additional issuance by an H share company in Hong Kong);

  • various underwriters and placing agents in connection with placings of existing shares in Hong Kong-listed companies, including the US$1.9 billion placing of shares in BOC Hong Kong (Holdings) Limited, the then-largest ever placing in Hong Kong. Transactions include acting for Morgan Stanley and the other placing agents in relation to the US$472 million equity placement by GCL-Poly Energy Holdings Limited pursuant to a specific mandate;

  • Consolidated Electric Power Asia Limited ("CEPA"), in connection with Southern Company's US$3.2 billion acquisition of Hong Kong listed CEPA (the then-largest takeover in Asia, ex-Japan) and the subsequent disposition by Southern Company (now Mirant) of its 33 percent interest in Shajiao C, a power station in Guangdong Province;

  • JPMorgan, the independent financial adviser on two rounds of acquisition by China Telecom Corporation Limited of telecommunication businesses and assets in the PRC (with value of US$5.6 billion and US$8.2 billion, respectively); and

  • representing various Hong Kong listed companies, including PetroChina, in connection with their ongoing compliance issues.


Prior Experience

Linklaters - Partner (1998-2005)

Skadden, Arps, Slate, Meagher & Flom - Partner (2005-2011); Co-head of Corporate in Asia (Ex-Japan)

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