Kirkland & Ellis International LLP represented Tudou Holdings Limited (NASDAQ: TUDO) in a deal announced yesterday that combines the top two players in China's burgeoning online video market. Tudou and Youku Inc. (NYSE: YOKU) signed a definitive agreement to combine in a 100 percent stock-for-stock transaction, expected to be completed by the third quarter of 2012, pending customary closing conditions and shareholder approvals. Upon completion, Youku and Tudou shareholders will own approximately 71.5 percent and 28.5 percent of the combined company, respectively. The combined company will be named Youku Tudou Inc., and Youku's American depositary shares (ADSs) will continue to be listed on the NYSE under the symbol "YOKU".
In addition to being one of the largest public M&A transactions in China, if completed, this will be the first merger between two unrelated, U.S.-listed public companies in China.
Kirkland's international team was led by Hong Kong-based corporate partners David Zhang, Jesse Sheley and Pierre Arsenault, and associates Grace Yuen and Cynthia Wang. Others on the deal include Hong Kong capital markets partners John Otoshi and Benjamin Su and of counsel Stephanie Tang, corporate partner Chuan Li, associates Cheryl Yuan, Peng Qi, Catherine Guan, Glen Chen and Derek Poon, legal consultants Jing Li and Julia Yu and tax partner Angela Russo. Chicago intellectual property partner Jeffery Norman and associate David Foley, and antitrust partners James Mutchnik in Chicago, Ellen Jakovic in Washington, D.C., and Pierre-André Dubois in London were also involved.
Kirkland & Ellis (www.kirkland.com) is a 1,500-attorney law firm representing global clients in complex corporate/M&A and private equity, tax, litigation and dispute resolution/arbitration, restructuring and intellectual property and technology matters. The Firm has offices in Hong Kong, Chicago, London, Los Angeles, Munich, New York, Palo Alto, San Francisco, Shanghai and Washington, D.C.
Tudou Holdings Limited (Nasdaq: TUDO) is a leading Internet video company in China providing premium licensed content, user generated content, and original in-house productions. Founded in 2005, Tudou was the first UGC video sharing website launched in China. The "Tudou" brand is one of the most recognized Internet brands in China, and the annual Tudou Video Festival has become a signature event in the online video industry.