“Tian Yuan Law Firm fields a solid bench consisting of experts on corporate M&A and capital markets matters, including domestic and cross-border acquisitions, financings and investments. The team is able to deal with restructurings for SOEs and private companies. Clients also entrust Tian Yuan to deal with shareholder and contractual disputes as well as litigation concerning antitrust and IP.“
—— Chambers 2023
M&A is among our basic business. In investment and M&A projects in industries such as energy, chemical engineering, finance, real estate, new energy, high technology, education, healthcare, media & entertainment and film & television, consumption, new retail and new infrastructure, we have frequently helped multinational corporations, large and medium-sized state-owned enterprises and private enterprises complete iconic significant or structurally complex transactions.
- Syngenta Group China established and acquired A-share listed companies: The world's largest agrochemical company founded through the over RMB 10 billion assets restructuring of central state-owned enterprises
- CYPC 's equity acquisition project of Enel Distribucion Peru: The largest overseas energy M&A of Chinese-funded enterprises and the world largest power industry M&A in recent years
- Will’s acquisition and restructuring project of Beijing Omnivision with over RMB 10 billion: The largest semiconductor M&A of the year
- High-frequency and long-term private equity project cooperation with top private equity investment institutions and unicorn enterprises: Focusing on high technology, artificial intelligence, medical and life sciences, new consumption, etc.
- Offcn’s back-door listing through Yaxia Automobile's major asset restructuring: The first domestic A-share education enterprise through back-door listing
- New Journey Hospital Group acquired Hongci Medical Group: To build one of the medical groups with the maximum bed size in China
- Wanda Film acquired Wanda Pictures with over RMB 10 billion: The only private film and television culture enterprise that passed the M&A and restructuring review in recent years
- SKP, the global store king, and Wanda Wuhan cooperation project: A classic case of strong alliance of commercial real estate enterprises
- Xi'an Olympic Sports Center venue of the 14th National Games: Projects of venue construction and events guarantee & operation
- Offcn spent RMB 18.5 billion and completed back-door listing on A-share market through Yaxia Automobile's major asset restructuring, becoming the first domestic A-share education enterprise through back-door listing
- Provided legal services to clients in a series of benchmarking M&A cases in the education industry, including: Yuhua Education acquired Shandong Yingcai University, the largest private university in Shandong, and became the largest single private university M&A transaction in the capital market so far; and Yuhua Education acquired Thailand Stamford International University under Laureate Education, which became a classic cross-border M&A case of private education; on behalf of Hope Education to acquire College of Science and Technology of Guizhou University and Suzhou Top Institute of Information Technology/Kunshan Industry and Business School, helping it become a listed company with the largest number of private universities; and on behalf of Puxin Education to complete a series of M&A of well-known art test institutions, assisting it in building a leading art test education group in China.
- On behalf of Puxin Education, completed the acquisition of 48 educational institutions in 4 years, making it become the third largest education group in China.
- Served as the legal adviser of Muhua Education Investment, an education industry fund initiated by Muhua Education — the core enterprise of Tsinghua Holdings' modern education sector, and completed the strategic investment in NetEase Youdao's affiliated enterprises to help it join the unicorn club of China Internet (online education).
- Provided some legal due diligence services to clients in the joint acquisition of Nord Anglia Education, a well-known international education group, by the Canada Pension Plan Investment Board and Baring Asia, and the completion of the privatization of Nord Anglia Education.
- Provided legal services for the acquisition of Wall Street English (WSE) by CITIC Capital and other joint investors from Pearson PLC.
- On behalf of Legend Holdings, acquired the chain-operated Better Sun Preschool Education Group, which is the largest preschool education M&A transaction in China in 2017.
Medicine and Healthcare:
- We have been working intensively in the field of medical and healthcare business for many years, and have rich experience in social medical institutions, enterprise hospitals, government-run hospitals, Internet healthcare, medicine, old-age care, combination of medical treatment and nursing, and other related sub-sectors, representative clients including CITICPE, PKU Healthcare Group, Far East Horizon, CNBG, Sequoia Capital, IDG, Cowell Health, Wanda Healthcare, Tongfang Health, GP Healthcare Capital, Cinda Capital, Taikang Asset, Financial Street Investment and many other well-known institutions.
- Assisted Wanda Group in cooperating with University of Pittsburgh Medical Center (“UPMC”) to establish the first international top brand hospital in China.
- On behalf of Shanghai Horizon Healthcare Investment Co., Ltd., a medical platform of Far East Horizon (a listed company in Hong Kong), provided legal services for its hospital acquisition projects in Yunnan, Zhejiang, Henan, Qinghai, Hubei, Heilongjiang, Sichuan, Guangdong and other provinces. At present, Far East Horizon has acquired 50 hospitals with more than 16,000 open beds, forming a national hospital operation network covering all major geographical locations in China. Its operation scale of for-profit beds ranks first in China.
- Provided full legal services for New Journey Hospital Group to acquire six hospitals and several primary medical institutions under Sichuan Coal Industry Group. This transaction is another representative achievement of our participation in the reform and divestiture of state-owned hospital.
- On behalf of PKU Healthcare Group, CITICPE and many local industrial investors to participate in the restructuring and reorganization projects of large and medium-sized enterprise hospitals in Shandong, Anhui, Heilongjiang, Beijing, Henan and other provinces and cities. We have accumulated rich experience and unique understanding in exploring and innovating the path of restructuring and reorganization of enterprise hospitals, and analyzing and solving related special and difficult legal issues.
Technology, Media and Telecommunications (TMT):
- Will’s acquisition and restructuring project of Beijing Omnivision with RMB 15.2 billion passed the review of China Securities Regulatory Commission (CSRC) — the largest semiconductor M&A project in 2019.
- Advised Beijing Investment Transportation Technology and NetPosa on reaching a deal to acquire 95% equity of Huaqi Intelligent, with a consideration of about HKD 1.19 billion and a focus on the new pattern of smart rail transit.
- Tian Yuan and Tian Yuan Hong Kong Associate Law Firm, on behalf of the management of Chindata, completed the acquisition of Chindata and the management of its subsidiaries, as well as the merger of Chindata and Bridge Data Center with Bain Capital.
- Advised Nancal on completing its major assets restructuring, building the whole industrial chain of "intelligent manufacturing", and enhancing its market competitive advantage in the field of intelligent manufacturing system integration.
- Advised TRS on completing its major assets restructuring, which is the first project applicable to CSRC "Small-amount Express" review mechanism of M&A and restructuring transactions.
- On behalf of Huaxin Chuangli Technology Industrial Development Co., Ltd., acquired Kennede Electronics Mfg. Co., Ltd.
- On behalf of Beijing Zhongjian Qiming Enterprise Management Co., Ltd., acquired SCIMEE Sci. & Tech. Co., Ltd., a listed company in A-share market.
- On behalf of Vanchip, a leading 4G PA design company in China, increased its capital by USD 40 million.
- Successfully advised SDIC Power on completing the acquisition of Xinyuan China, becoming the largest shareholder of Xinyuan China, and formally entering the domestic and overseas waste incineration power generation industry.
- Provided legal services for the major asset purchase and related party transactions of China Yangtze Power Co., Ltd., involving more than RMB 100 billion transactions — the largest M&A and restructuring project in China's capital market at that time, and "one of the top ten M&A events in China in 2009".
- On behalf of China Cinda Asset Management Co., Ltd., set up a fund which was specially used to acquire the hydropower asset package listed and transferred by CGN Energy Development Co., Ltd. and its overseas related parties, including the equity of 24 domestic and overseas target companies and their corresponding creditor's rights.
- On behalf of Chinalco, provided legal services for the strategic cooperation and capital increase and share expansion project between Chinalco and Yunnan Copper (Group) Co., Ltd., which was the largest M&A project in China's non-ferrous metal industry at that time.
- On behalf of CR Land, increased its capital by RMB 7.9 billion to invest in Chengtou Real Estate — the largest mixed ownership reform project of state-owned enterprises in Tianjin in recent three years.
- Participated in the whole process of the successful market exit of HNA Pudong Development Building quasi-REITs Project (the first quasi-REITs project of Shanghai Stock Exchange) on behalf of one party involved in the special plan.
- On behalf of the fund under China Development Bank Capital, provided full-process legal services for its rights and interests in withdrawing from the Shanghai cultural landmark "Dream Center" project, with a listing transaction price of about RMB 6.4 billion.
- Advised China Jinmao and Shanghai International Port (Group) (“SIPG”) on making a RMB 8.8 billion M&A deal on two major real estate projects in the North Bund area of Shanghai's future core business district.
- On behalf of CR Land, invested in the listed company China Enterprise Co., Ltd. (“CECL”) to provide legal services. As a case of mixed ownership reform of state-owned enterprises, the transaction amount of CECL’s major asset restructuring was about RMB 20 billion. The introduction of CR Land as the core strategic shareholder makes CECL obtain most market-oriented comprehensive real estate development projects in Shanghai.
- On behalf of Sinotrans & CSC, provided full-process legal services for its purchase of 100% equity of Beijing Aocheng Wuhe Real Estate Co., Ltd. and its real estate projects with more than RMB 4 billion. The completed project is the landmark of the Olympic business district (2018).
- Advised Wanda Commercial on completing the privatization and delisting of H-share — which won the M&A Deal of the Year 2017 issued by China Law & Practice.
Media & Entertainment and Film & TV:
- On behalf of Wanda Film, completed its major asset restructuring and successfully passed CSRC’s review — the only private film and television culture enterprise that passed the review of M&A and restructuring in recent years.
- On behalf of 37 Interactive Entertainment, completed the major asset restructuring and passed CSRC’s review, which strengthened its competitiveness in game market.
- As the legal adviser of Rotary Vortex Limited (the acquiring company), advised Shuanghui Development on completing the absorption merger of Shuanghui Group and the major asset restructuring, with a transaction consideration of nearly RMB 40 billion, which is one of the largest M&A transactions in the A-share M&A and restructuring market in 2019.
- Provided legal services for COFCO Grains & Cereals Investment Platform to acquire the controlling stake of Lijin Cereals and Oils Co., Ltd., a key grain and oil enterprise under Tianjin Food Group. This project has opened up the strategic cooperation between central state-owned enterprises and Tianjin agricultural group.
- Advised Sinomach Automobile on issuing shares and acquiring AE Corp., the transformation and upgrading of an automobile central state-owned enterprise.
- Provided legal services for the transfer of controlling shares and capital increase of Shin Kong-HNA Life, which is the first project in China's insurance industry in which equity transfer and capital increase are carried out simultaneously and that obtained regulatory approval.
- As the legal adviser of acquiree, advised VIPS on acquiring Shanshan Commercial Group for RMB 2.9 billion.
Chambers Greater China Region2023
LEGALBAND Top Ranked Law Firms: Band 12023
The Legal 500 China2023
CBLJ Firms of the Year2022
ALB China M&A Rankings2022