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Ningxin Sun

Ningxin Sun

Registered Foreign Lawyer

Ningxin Sun

Registered Foreign Lawyer

Hong Kong

D+852 2533 3626

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Ningxin Sun is a Registered Foreign Lawyer at Dentons' Hong Kong office.

His practice focuses on international corporate transactions. Ningxin has experience in capital markets, corporate finance, cross-border mergers and acquisitions, and private equity investments.

Prior to joining Dentons, Ningxin practised at the Hong Kong, Shanghai, and Shenzhen offices of a renowned PRC law firm.

Experience

Xichang Haihe Cultural Tourism Investment Development Co., Ltd.: Advising as placing agents international counsel on Xichang Haihe Cultural Tourism Investment Development Co., Ltd.'s successful issue of U.S.$100 millions 7.00% guaranteed bonds due 2027, which were unconditionally and irrevocably guaranteed by a third-party professional guarantee service provider, Sichuan Development Financing Guarantee Co., Ltd. The bonds are listed on the Chongwa (Macao) Financial Asset Exchange Co., Ltd. The placing agents of this issue include Donghai International, Soochow Securities (Hong Kong), Hong Kong Main Fund Securities Limited, Shenwan Hongyuan (H.K.), SDICSI Securities, Founder Securities (Hong Kong), Guotai Junan International, Blackwell Global Securities, Cathay Securities (HK), CF Securities Limited, CMB International, CNI Securities Group Limited, Dingxin (Securities) Limited, Far East Horizon International, Gransing Securities Co., Limited, Haitong International, Head & Shoulders Securities, Innovax Securities Limited, Orient Securities Limited, Raising International, Sino Partner International Securities Limited, TF International and Tung Yat Securities Limited. Xichang Haihe Cultural Tourism Investment Development Co., Ltd. is a state-owned enterprise in Xichang City of Sichuan Province, and the issuer group’s operation and investment primarily consist of six major segments, namely, building materials sales, scenic spot operation and maintenance services, urban transportation services, house rental property and management services, travel services and other services. The guarantor, Sichuan Development Financing Guarantee Co., Ltd., is a state-owned guarantee platform in the PRC principally engaged in guarantee business and investment business.
Shandong Quanhui Industrial Development Co., Ltd.: Advising as issuer's international counsel on multiple successful offerings (including further issues) by Shandong Quanhui Industrial Development Co., Ltd. in an aggregated amount of CNY2.2 billion bonds due between 2027 and 2028, which either had the benefit of an irrevocable standby letter of credit, or were unconditionally and irrevocably guaranteed by the issuer’s parent company, Jinan Zhangqiu Holding Group Co., Ltd. or a third-party professional guarantee service provider. Shandong Quanhui Industrial Development Co., Ltd. has its business operations primarily conducted in Zhangqiu District of Jinan City, Shandong Province and the group’s business consists of four major segments, namely, products sales, hotel and catering, property management and surveying and design. The issuer’s parent, Jinan Zhangqiu Holding Group Co., Ltd., is a state-owned enterprise in the PRC with its business operations primarily conducted in Zhangqiu District of Jinan City, Shandong Province and the group’s business consists of five major segments, namely, infrastructure construction, hotel operation, commodities trading, tourism and investment business. The bonds were all listed on the Chongwa (Macao) Financial Asset Exchange Co., Ltd. The joint lead managers of these multiple offerings (including further issues) include China Credit International Securities, Haitong International, Pulun International, Shanghai Pudong Development Bank Hong Kong Branch, China CITIC Bank International, Huatai International, Shenwan Hongyuan (H.K.), Cathay Securities (HK), Tung Yat Securities Limited, Orient Securities Limited, Fortune (HK) Securities Limited, Silverbricks Securities Company Limited, China Industrial Securities International, CMBC Capital, Shun Heng Securities, Marlin Capital Limited, Innovax Securities Limited, Alpine Securities, TF International, Yuan Tong Global Securities, Emperor Securities, Head & Shoulders Securities, Far East Horizon International, Sino Partner Capital Limited, Profit Access, Zhongtai International, Golden Rich Securities, Sigma Capital, Shanggu Asset Management (Asia) Limited and Gee Hi International Securities (Hong Kong) Limited.
Zhuhai Huafa Group Ltd.: Advising as underwriters international counsel on Zhuhai Huafa Group Ltd.'s offering of senior dim sum guaranteed perpetual capital securities. Zhuhai Huafa Group Ltd. is a large state-owned conglomerate in the PRC with its business operations primarily conducted in Zhuhai City, Guangdong Province and the Group's business primarily consists of six major segments, namely, urban operations, financial services, property development, industrial investment, sales and trading and modern services. Zhuhai Huafa Group Ltd. successfully issued CNH1.9 billion aggregate principal amount of 6.000% senior dim sum guaranteed perpetual capital securities in respect of which there is no fixed redemption date and is governed by Hong Kong law. The joint lead managers are Huatai International, Haitong International, HSBC, CITIC Securities Guotai Junan International, China Securities International, Mizuho, Huajin Securities (International), ABC International, Bank of China, China International Capital Corporation, China Industrial Securities International, CMB International, CMBC Capital, CNCB Capital, GF Securities, Hua Xia Bank Co., Limited Hong Kong Branch, ICBC International, Luso Bank Ltd., Orient Securities (Hong Kong), Shenwan Hongyuan (H.K.), SMBC Nikko, SPDB International, SunRiver International Securities Group Limited and TF International.
China Overseas Land & Investment Ltd (SEHK: 00688): Advising China Overseas Land & Investment Limited (the "Guarantor") and China Overseas Finance (Cayman) VIII Limited (the "Issuer") on the successful listing of their U.S.$4 billions guaranteed medium term note programme (the "Programme") on the Stock Exchange of Hong Kong on 28 June 2024. Under the Programme, the Issuer (which was established by the Guarantor specifically for the Programme), subject to compliance with all relevant laws, may from time to time issue medium term notes (the "Notes") which will be unsecured and unsubordinated obligations of the Issuer and will be unconditionally and irrevocably guaranteed by the Guarantor. The proceeds of the Notes will be applied to finance new and existing projects and for general corporate purposes as stated in the applicable pricing supplement.
SunRiver International Securities Group Limited and other members of the underwriter syndicate: Representing client for the underwriting of the dim sum bonds offering by Luzhou Aviation Development Investment Group Co., Ltd., a state-owned enterprise engaged in the investment, development and operation of the aviation and aerospace industry in Luzhou City principally to undertake the construction, financing and operation of the public infrastructure and the construction and sales of commercial housing in the Luzhou Aerospace Industrial Park as well as the operation of the Luzhou Yunlong Airport, the first and largest airport in the southern Sichuan region, in a global offering under Regulation S of English law governed CNY 250 million 3.5%. Bonds due 2027, backed by letter of credit issued by Bank of Shanghai Co., Ltd., Chengdu Branch. The underwriter syndicate of this offering includes CNCB (Hong Kong) Capital Limited, SunRiver International Securities Group Limited, TFI Securities and Futures Limited, BOSC International Securities Limited, Industrial Bank Co., Ltd. Hong Kong Branch, Hua Xia Bank Co., Limited Hong Kong Branch, CMB Wing Lung Bank Limited, CEB International Capital Corporation Limited, China Galaxy International Securities (Hong Kong) Co., Limited, Guotai Junan Securities (Hong Kong) Limited, China CITIC Bank International Limited, Guoyuan Securities Brokerage (Hong Kong) Limited, Haitong International Securities Company Limited, SPDB International Capital Limited, China Industrial Securities International Brokerage Limited, Shenwan Hongyuan Securities (H.K.) Limited, CMB International Capital Limited, Huatai Financial Holdings (Hong Kong) Limited, Shanghai Pudong Development Bank Co., Ltd., Hong Kong Branch, CLSA Limited and ABC Capital Limited.
SunRiver International Securities Group Limited and other members of the underwriter syndicate: Representing client for the underwriting of the dim sum bonds offering by Luzhou Aviation Development Investment Group Co., Ltd., a state-owned enterprise engaged in the investment, development and operation of the aviation and aerospace industry in Luzhou City principally to undertake the construction, financing and operation of the public infrastructure and the construction and sales of commercial housing in the Luzhou Aerospace Industrial Park as well as the operation of the Luzhou Yunlong Airport, the first and largest airport in the southern Sichuan region, in a global offering under Regulation S of English law governed CNY 610 million 4.8%. Bonds due 2027, backed by letter of credit issued by Bank of Tianjin, Co., Ltd. The underwriter syndicate of this offering includes CNCB (Hong Kong) Capital Limited, SunRiver International Securities Group Limited, TFI Securities and Futures Limited, CLSA Limited, China Zheshang Bank Co., Ltd. (Hong Kong Branch), Industrial Bank Co., Ltd. Hong Kong Branch, China Industrial Securities International Brokerage Limited, Shenwan Hongyuan Securities (H.K.) Limited, Guoyuan Securities Brokerage (Hong Kong) Limited, Shanghai Pudong Development Bank Co., Ltd., Hong Kong Branch and China Galaxy International Securities (Hong Kong) Co., Limited.
Xiamen Jihong Technology Co., Ltd: Acting as the legal advisers to Xiamen Jihong Technology Co., Ltd as to Hong Kong law. Form A1 has been submitted in February 2024. China International Capital Corporation Hong Kong Securities Limited and CMB International Capital Limited are acting as the sponsors for the listing application. The company is anchored in technology, innovation and digitalization empowerment, and a leading dual-engine enterprise driving its cross-border social e-commerce business and FMCG paper packaging solution business. The A shares of the company are listed on the Shenzhen Stock Exchange.
CLSA Limited: Advising on its private placing of US$65.75 million 6.8% credit enhanced bonds issued by LaiGao International Investment (BVI) Co., Limited, guaranteed by LaiWu High-Tech Investment Holdings Co., Ltd. as the guarantor, a leading state-owned infrastructure construction company in the Laiwu High-tech Zone in Jinan City principally engaged in the construction of infrastructure facilities and other ancillary facilities and the operation and maintenance of public utilities in the Laiwu High-tech Zone, under Regulation S due 2026, with the benefit of an irrevocable Standby Letter of Credit issued by Qilu Bank Co., Ltd. CLSA Limited and Essence International Securities (Hong Kong) Limited acted as the placing agents for the offering.
Zhongtai International Securities Limited: Advising on its private placing of US$47 million 7.0% credit enhanced bonds issued by LaiGao International Investment (BVI) Co., Limited, guaranteed by LaiWu High-Tech Investment Holdings Co., Ltd. as the guarantor, a leading state-owned infrastructure construction company in the Laiwu High-tech Zone in Jinan City principally engaged in the construction of infrastructure facilities and other ancillary facilities and the operation and maintenance of public utilities in the Laiwu High-tech Zone, under Regulation S due 2026, with the benefit of an irrevocable Standby Letter of Credit issued by Qilu Bank Co., Ltd. Zhongtai International Securities Limited, CEB International Capital Corporation Limited, Huafu International Securities Limited and China Zheshang Bank Co., Ltd. (Hong Kong Branch) acted as the placing agents for the offering.
Gaoyou City Construction Investment Development Group: Representing Gaoyou City Construction Investment Development Group, a leading state-owned infrastructure construction company principally engaged in the construction of municipal infrastructure, water facilities, roads, environmental governance-related facilities and shantytown redevelopment projects in Gaoyou City and Suzhou City, in its global offering under Regulation S of its English law governed CNY300 million 6.0 per cent. Guaranteed Bonds due 2026 in the Shanghai FTZ, underwritten by China Industrial Securities International, China Zheshang Bank Co., Ltd. (Hong Kong Branch), Industrial Bank Co., Ltd. Hong Kong Branch, Shanghai Pudong Development Bank Hong Kong Branch, Guotai Junan International, CMBC Capital, SunRiver International Securities and Zhongtai International. The bonds are listed and traded on the Chongwa (Macao) Financial Asset Exchange Co., Ltd.
Gaoyou City Construction Investment Development Group: Represented Gaoyou City Construction Investment Development Group, a leading state-owned infrastructure construction company principally engaged in the construction of municipal infrastructure, water facilities, roads, environmental governance-related facilities and shantytown redevelopment projects in Gaoyou City and Suzhou City, in the global offering under Regulation S of its English law governed €75 million 4.60 per cent. Credit Enhanced Bonds due 2026, with the benefit of an irrevocable Standby Letter of Credit issued by Bank of Jiangsu Co., Ltd Yangzhou Branch, underwritten by China Industrial Securities International, Industrial Bank of Co. Ltd., Hong Kong Branch, Shanghai Pudong Development Bank, Hong Kong Branch, China Minsheng Banking Corp., Ltd., Hong Kong Branch, CEB International, Guotai Junan International, Guosen Securities (HK), Central Wealth Securities Investment Limited, CNCB Capital, CITIC Securities, CMBC Capital, China International Capital Corporation and Caitong International.
LaiGao International Investment (BVI) Co., Limited: Advising client as the issuer and LaiWu High-Tech Investment Holdings Co., Ltd. as the guarantor in connection with a private placement of US$57 million 11% guaranteed senior notes issuance under Regulation S due 2023. Zhongtai International Securities Limited acted as the placing agent for the offering.
Guangzhou Industrial Investment Fund Management Co., Ltd.: Representing by Higher Key Management Limited (as issuer) and Guangzhou Industrial Investment Fund Management Co., Ltd. (as keepwell provider) in connection with the issuance of US$41 million 6.00% credit enhanced bonds due 2023. GF Securities, Haitong International, Guolian Securities, Dongxing Securities, China Vered Securities, China Industrial Securities International and Central Wealth Securities acted as placing agents.
Confidential client: Representing a leading Hong Kong brokerage firm on its proposed NASDAQ IPO to be underwritten by Pacific Century Securities, LLC and The Benchmark Company LLC.
CMB International: Represented client as the sole dealer advisor in connection with the exchange offer by Huijing Holdings Company Limited of at least a minimum acceptance amount of US$107.4 million of its outstanding US$138.0 million12.50% senior notes due 2022 for 12.50% senior notes due 2023.
Gaoyou City Construction Investment Development Group: Representing a leading state-owned infrastructure construction company principally engaged in the construction of municipal infrastructure, water facilities, roads, environmental governance-related facilities and shantytown redevelopment projects in Gaoyu City and Suzhou City, in the global offering under Regulation S of its English law governed US$46 million Credit Enhanced Bonds due 2025, with the benefit of an irrevocable Standby Letter of Credit issued by Bank of Nanjing, Yangzhou Branch, underwritten by China Industrial Securities International, Industrial Bank of Co. Ltd., Hong Kong Branch, CEB International, Guotai Junan International, Central Wealth Securities Investment Limited, China Securities International, China Galaxy International, Soochow Securities (Hong Kong) and Haitong International.
Qiming Venture Partners and Innovation Works: Advising the selling shareholders in connection with the dual primary listing of Zhihu Inc. on HKSE and global offering with a total offer size of approximately US$106 million (sponsored by Credit Suisse (Hong Kong) Limited, J.P. Morgan Securities (Far East) Limited, China International Capital Corporation Hong Kong Securities Limited and CMB International Capital Limited).
Goldman Sachs and Haitong International Capital: Representing in the global offering and listing of Broncus Holding Corporation, a leading PRC interventional pulmonology medical device company under Ch18A of the Listing Rules. The company is leading interventional pulmonology medical device player in China and globally and has developed an integrated interventional pulmonology platform encompassing navigation, diagnosis and treatment, which addresses the pain points of the existing diagnosis and treatment paradigms. The relevant products cover China, the United States and Europe. The company has submitted the A1 listing application form in May 2021.
Jiuding Group (JD Group): Advising Chinese financial firm JD Group on the sale of its insurance business, FTLife Insurance Company Limited, for US$2.74 billion (HK$21.5 billion approximately) to NWS Holdings Limited. This sale by JD Group marked one of the top five insurance M&A deals ever to take place in Hong Kong and was shortlisted as M&A Deal of the Year 2020 by IFLR. Asian-mena Counsel has also given honorable mention to this transaction at their Deals of the Year 2019.
Archosaur Games Inc.: Advised this world-renowned Chinese mobile game developer and operator on its initial public offering on the HKSE with a concurrent 144A placement in the United States. The offering is aimed at raising aggregate gross proceeds of approximately US$280 million, without considering the over-allotment option. CICC acted as the sole sponsor for the transaction. Archosaur Games is one of the leading mobile game developers in China. It is also a frontrunner in publishing in-house developed games in markets outside of China.
Yunnan Communications Investment and Construction Group Co., Ltd.: Representing an integrated transport infrastructure investor and developer headquartered in Kunming, on global offering of US$100 million 3.80% Guaranteed Notes due 2026 under Regulation S, underwritten by China Industrial Securities International, Industrial Bank Co., Ltd., Hong Kong Branch, China Minsheng Banking Corp., Ltd., Hong Kong Branch, ICBC International, ICBC (Asia), Shenwan Hongyuan (H.K.), Guotai Junan International and Glory Sun Financial.
Ping An International Financial Leasing Co., Ltd.: Representing a wholly-owned subsidiary of Ping An Insurance (Group) Company of China, Ltd., one of the three major integrated financial groups in China, as its international counsel, on the global offering under Regulation S of its English law governed US$300 million 2.50% Senior Bonds due 2024 and listed on the HKSE, underwritten by China CITIC Bank International, Guotai Junan International, Mizuho Securities, Bank of China, Industrial Bank Co., Ltd., Hong Kong Branch, ANZ and China Minsheng Banking Corp., Ltd., Hong Kong Branch.
Yunnan Communications Investment and Construction Group Co., Ltd.: Representing an integrated transport infrastructure investor and developer headquartered in Kunming, on global offering of US$200 million 3.10% Guaranteed Notes due 2024 under Regulation S, with China Industrial Securities International as the sole global coordinator and ICBC Singapore, ICBC International, CEB International, China Minsheng Banking Corp., Ltd., Hong Kong Branch, Industrial Bank Co., Ltd. Hong Kong Branch and Glory Sun Financial as joint lead managers and joint bookrunners.
Beijing Public Housing Center: Representing a leading affordable housing construction and investment company based in Beijing, as international counsel, on the global offering of its English law governed US$300 million 1.90% Guaranteed Bonds due 2026 under Regulation S and listed on the HKSE and MOX, with Huatai International as the sole global coordinator.
Huayuan Property Co., Ltd.: Representing a leading Chinese real estate company based in Beijing, on the global offering of its US$200 million 11.0% senior notes due 2021 with a New York law governed high-yield covenant package under Regulation S underwritten by UBS, CICC, CLSA, Silk Road International, Haitong International and CMBC Capital.
Huayuan Property Co., Ltd.: Representing a leading Chinese real estate company based in Beijing, on the global offering of its US$300 million 8.5% senior notes due 2021 with a NY law governed high-yield covenant package under Regulation S underwritten by BNP Paribas, CICC, CLSA, CMBC Capital, Haitong International, Orient Securities (Hong Kong), Shenwan Hongyuan Securities (H.K.), Silk Road International, UBS, Guotai Junan International and China Everbright Bank Hong Kong Branch.

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Ningxin Sun

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