DLA Piper, Haiwen & Partners, Linklaters and JunHe have assisted on Ping An Insurance’s issuance of USD3.5 billion in H-share convertible bonds, which is the largest of its kind to date under Regulation S of the US Securities Act.
The Hong Kong-listed company is the first China insurer to issue convertible bonds in overseas markets, with coupons set at 0.875% and due in 2029.
DLA Piper served as Ping An Insurance’s Hong Kong and UK legal counsel, with the team led by Roy Chan, co-country managing partner in China, Philip Lee, head of the financial services sector in Asia, and Vivian Liu, the firm’s head of capital markets compliance for Greater China.
Partners Hu Ji, Ma Chenling and Qian Zhen led the Haiwen & Partners team advising Ping An Insurance on PRC law. They conducted legal due diligence, and represented the client in registering with the National Development and Reform Commission, seeking approval from authorities, and submitting documents to the China Securities Regulatory Commission for the issuance.
JunHe acted as the underwriters’ PRC counsel, while Linklaters counselled on English and Hong Kong law. Singapore managing partner Jonathan Horan, capital markets partners Stephen Song, Ki Taiki, Victor Wan and corporate partner Donnelly Chan led the Linklaters team.
Under Regulation S of the Securities Act of 1933, companies from various countries are allowed to issue securities outside the US without registering with the US Securities and Exchange Commission.
Lee from the DLA Piper team said this transaction would pave the way for other insurance companies to raise capital under Regulation S.