image description

Kay Ian Ng

Partner

Kay Ian Ng

Partner
Hong Kong +852-2826-8601+852-2826-8601 +852-2522-2280+852-2522-2280
[email protected]
Kay Ian Ng is the managing partner of the Firm’s Hong Kong office and a leading Hong Kong corporate lawyer with more than 30 years of experience. His practice focus is capital markets and mergers and acquisitions. On capital markets, Mr. Ng has advised on more than 100 completed Hong Kong IPOs and securities offerings, raising more than US$100 billion in aggregate. On mergers and acquisitions, Mr. Ng works extensively on private sales and purchases, strategic investments and public takeovers, including some landmark transactions in the Greater China market.

Qualified to practise law in England and Wales, Hong Kong and Malaysia, Mr. Ng was a partner at a leading international law firm for 10 years before joining S&C as a partner in September 2011.

SELECTED REPRESENTATIONS

Capital Raisings, IPOs and Securities Offerings
  • Deep IPO experience across key sectors:
    • Biotech and healthcare. Notable IPOs in this sector include Gaush Meditech, AIM Vaccine, Beijing Airdoc Technology, Broncus Holding, Jacobio Pharmaceuticals, MicroPort Scientific, New Century Healthcare, New Horizon, Nirvana Asia, Phoenix Healthcare and Universal Medical Financial & Technical Advisory Services
    • Consumer and retail. Some leading companies, including Budweiser APAC, China Dongxiang, China Mengniu Dairy, China Tobacco International (HK), CSMall Group, Pou Sheng International and Want Want China
    • Financial institutions. Some of the largest financial institutions IPOs, including AIA, Bank of China, Bank of Chongqing, China CITIC Bank, China Everbright Bank, China Minsheng Bank, China Pacific Insurance, China Reinsurance (Group) Corporation and Shengjing Bank
    • TMT. Key IPOs in this sector, including China Mobile, China Telecom, Clear Media, Foxconn Interconnect Technology, Foxconn International Holdings and XPeng
Mergers & Acquisitions
Some notable M&A deals of Kay Ian include:
  • Air China (0753.HK) on its strategic acquisition of a 29.9% interest in Cathay Pacific, disposal of its interests in Dragonair and a strategic investment by Cathay Pacific in Air China; and the privatization of CNAC Holdings by way of scheme of arrangement
  • Ant Financial’s financial advisers in its approximately $14 billion Series C equity financing
  • Bank of China (3988.HK) on its acquisition of Singapore Aircraft Leasing Enterprise for $965 million
  • China Mengniu Dairy (2319.HK), as a long-standing client, in a series of strategic transactions:
    • Danone’s agreement to sell to Mengniu the 25% stake the company holds in Yashili and the 20% stake it holds in the chilled dairy business joint ventures. In parallel, Danone will acquire from Yashili 100% of Dumex Baby Food Co Ltd;
    • its acquisition of a 16.7% stake in and subsequent mandatory cash offer for China Modern Dairy Holdings Ltd. (1117.HK) at a total value of US$1.07 billion; 
    • its $1.7 billion public takeover offer for Yashili International; and
    • ​its $664 million placing of shares to Danone SA and a further $212 million private placement to Temasek, Hopu Fund and certain other private investors
  • China Mobile (0941.HK), as a long-standing client, in a number of important transactions:
    • its $5 billion acquisition of China TieTong Telecommunications Corporation;
    • its transaction agreement with CMC (China), China Unicom (0762.HK), China Telecom (0728.HK) and China Reform Corporation to sell their telecommunications towers and related assets to China Tower; and
    • as counsel to its financial advisers CICC and Merrill Lynch on its takeover offer for China Resources People’s Telephone
  • Chubb Limited on its agreement to acquire Cigna’s premium revenue personal accident, supplemental health and life insurance businesses in seven Asia-Pacific jurisdictions for $5.75 billion in cash, including Korea, Taiwan, New Zealand, Thailand, Hong Kong, Indonesia and Turkey
  • Credit Suisse, the financial advisor to Bitauto Holdings Limited, on the $1.3 billion investment by JD.com, Inc. and Tencent ‎Holdings Limited (0700.HK) in Bitauto
  • CST Mining Group (0985.HK) in a $505 million sale of its 70% stake in the Mina Justa copper mine in Peru to the Minsur S.A., part of the Breca Group of Peru; and its takeover for Chariot Resources (a Toronto-listed company who controls the Mina Justa Copper Mine in Peru) and its acquisition of the Lady Annie copper mine in Australia
  • CSX Corporation (CSX.NASDAQ) on its $1.35 billion disposal of its global container terminals business to Dubai Ports International
  • Development Bank of Singapore (D05.SGX) on its $5.7 billion public takeover of Dao Heng Bank - the largest banking takeover in Hong Kong
  • ENN Group and its subsidiaries, as a long-standing client, in its multiple corporate transactions:
    • ENN Ecological Holdings in connection with an acquisition of 32.83% of ENN Energy Holdings Limited’s (2688.HK) total issued share capital from ENN Group International Investment Limited valued at US$3.85 billion as part of an intra-group restructuring;
    • ENN Energy (2688.HK) and Sinopec on their $2.2 billion voluntary general offer for China Gas and on the related acquisition financing for ENN Energy; its $652 million subscription for equity interest in Sinopec Marketing and the related acquisition financing through a bond issue; its purchase of the entire issued share capital of Excellence Award Holding Company Limited for a consideration of $412 million; and its disposal of retail gas station business in the US and Canada; and
    • ENN Group International Investment Limited in its acquisition from Hony Capital the entire issued share capital of an investment holding company, which holds 100 million ordinary shares of Santos Limited for a total consideration of $449 million
  • Fenix Group Holdings Limited and City Super Group in connection with the acquisition by China Resources Capital Management Limited and Asia Food Growth Fund of a combined 65% shareholding in City Super Group
  • ​​Financial advisers to MBK Partners in its voluntary general offer for CAR Inc. for a total value of $1.1 billion
  • Guangzhou Auto (2238.HK) on its privatization of Denway Motors simultaneously with Guangzhou Auto’s listing by introduction on the SEHK
  • J.P. Morgan as financial adviser to Orient Overseas (International) Limited (0316.HK) in the $6.3 billion acquisition of all its issued shares by COSCO Shipping Holdings and Shanghai Port (Group)
  • Morgan Stanley as the financial adviser to Yingde Gases on its $1.5 million sale of all issued shares to PAG
  • Nirvana Asia in its $1.1 billion privatization by CVC Partners
  • Nomura International (Hong Kong) Limited as the financial adviser to Yue Xiu Enterprises (Holdings) Limited in its $1.5 billion acquisition of Chong Hing Bank Limited (1111.HK) via an innovative partial offer structure
  • NWS Holdings Limited (a member of the New World group) on its agreement to acquire the entire issued share capital in FTLife Insurance Company Limited for a total consideration of $2.75 billion
  • OCBC on its successful $1.5 billion bid to acquire the Asia private banking assets from ING Group NV
  • Sequoia China in connection with a voluntary general offer for all issued H shares and domestic shares of Zhejiang New Century Hotel Management by a consortium comprising of Sequoia China and Ocean Link, valuing the company at $656 million
  • Suning.com Co., as a long-standing client, in a number of its important transactions:
    • $1.5 billion sale of ordinary shares of Alibaba Group through Goldman Sachs;
    • its sale of a 19.9% stake to Alibaba for $4.6 billion;
    • its acquisition of $2.3 billion worth of shares in Alibaba;
    • its acquisition of PPLive Corporation for approximately $420 million in cash;
    • acquisition of Allyes (China) Holding Company Limited from Silver Lake Partners; and
    • Nanjing Suning.Com Supermarket Ltd. in its agreement with DIA (Spain) to purchase 100% of the shares of Shanghai Dia Retail Co., Ltd. and DIA (Shanghai) Management Consulting Services Co. Ltd.
  • Wing Lung Bank on its auction sale to China Merchants Bank (3968.HK) valuing Wing Lung Bank at $4.7 billion

 

RANKINGS & RECOGNITION

Mr. Ng is recognized as a leading lawyer by many publications, including:
  • Asian Legal Business – Asia Top 15 Capital Markets Lawyers (2022)​
  • ALB Hong Kong Law Awards - Dealmaker of the Year (2021)
  • Law360 Most Valued Partner – Capital Markets (2015, 2022)
  • Chambers Greater China Region - Corporate/M&A and Capital Markets: Equity in China (2022)
  • IFLR1000 – Highly Regarded (2012 - 2022)
  • Chambers Global – Corporate/M&A and Capital Markets: Equity in China (2009 - 2022)
One pleased client says: “You will have abundant comfort if you can get him on your side.” Chambers Greater China Region 2022

One client describes him as “professional, courteous and competent,” while another notes that he is “super experienced and responsible, offering the best-quality service.” Chambers Greater China Region 2022

He is praised by clients for being “very good at execution,” with one interviewee asserting that his reputation and strengths are such that: “I am totally convinced our company’s reputation has been enhanced by our affiliation with him.” Chambers Asia-Pacific 2021
 
A peer describes him as “no-nonsense and pragmatic,” while a client says he “combines a good grasp of legal aspects with creative solutions.” Chambers Asia-Pacific 2021

Ng Kay Ian is highly respected in the market, with a source saying: "He's one of the more technically sophisticated lawyers in the market, I would recommend him.". Chambers Asia-Pacific 2020