Joy Gao

Joy Gao leads Shanghai Pacific’s banking and finance practice. She is a banking and finance lawyer and advises banks and borrowers on a wide range of financings, with a particular focus on cross-border bilateral and syndicated finance, cross-border real estate finance, acquisition finance and corporate lending. She also has extensive experience with offshore bond issuance by PRC enterprises or offshore enterprises under “overseas red-chip structures” with substantial business in the PRC.

In addition, Joy has advised on many cross-border transactions from a PRC regulatory perspective, in particular dealing with foreign exchange controls, funds inflow and outflow and China-related cross border securities. She can explain the rationale behind what appears to be frequent changes to laws and policies in PRC to assist international clients navigate the changes more accurately and to be in a position to better respond to them.

Joy Gao’s client portfolio includes foreign and domestic financial institutions, corporates, and investment funds and private equity firms. Through years of practice, she has a good understanding of how to bridge the gap and resolve the issues that commonly emerge in transactions involving domestic and international entities.

• Advised Tianqi Lithium Corporation on raising syndicated facilities in an aggregate amount of USD3.5 billion from two syndicates to acquire the A shares of the global lithium giant, Sociedad Quimica y Minera de Chile S.A. (a company listed on the Santiago Stock Exchange, Santiago Electronic Stock Exchange, Valparaiso Stock Exchange and New York Stock Exchange) from Nutrien Ltd. for a consideration of approximately USD4.066 billion. (Finance Deal of the Year 2019: Acquisitions by The Asian Lawyer; Finance Deal of the Year 2019 by China Law and Practice).
• Advised a consortium of Partners Group, The Family Office Co., Sigma Delta Partners Investment and Ascent Real Estate Investors on raising syndicated facilities respectively from an offshore syndicate jointly arranged by Standard Chartered Bank and China Minsheng Bank and an onshore syndicate jointly arranged by Standard Chartered Bank, China Minsheng Bank and Shanghai Rural Commercial Bank to acquire Beijing Zhongguancun Dinghao Electronics Plaza for a consideration of approximately RMB5.72 billion. (Finance Deal of Year 2020 – by IFLR 1000 China Awards).
• Advised Carlyle on raising senior secured credit facilities from a syndicate led by Barclays to finance the USD3.2 billion acquisition of Atotech B.V. from Total S.A. (Creative Financial Case in Shanghai Free Trade Zone of the Year 2017 by PBOC Shanghai Head Office).
• Advised UOB and UOB China on the onshore-offshore linked facilities granted to SZITIC Commercial Property (Group) Co., Ltd., to acquire three shopping malls owned by Walmart in Nanchang, Zhuhai and Huizhou.
• Advised a syndicate comprising JP Morgan Chase Bank, Standard Chartered Bank, Bank of America, Bank of China, Credit Suisse AG and Citibank on PRC related matters in connection with a facility for financing ANTA to acquire Arc’Teryx.
• Advised several syndicates comprising leading Chinese banks on real estate development loans provided to Tishman Speyer for various parcels under a large mixed-use project in Shanghai known as the Springs (the project is a residential, commercial and retail complex located on 66 acres of land in one of the fastest growing neighbourhoods and education hubs in Shanghai).
• Advised an onshore syndicate led by UOB China and an offshore syndicate led by UOB, Credit Suisse AG and China Citic Bank International on the onshore-offshore linked facilities for refinancing the Florentia Village project.
• Advised Huayu Automotive Systems Company Limited on a standby syndicated facility of RMB5 billion granted by a syndicate arranged by SAIC Finance Co., Ltd., ICBC and Bank of Communication.
• Represented KKR&Co in connection with its cross-border security arrangements in connection with the sale of MMI Holdings Ltd, a Singaporean manufacturer of hard disk drive components.
• Advised H&H on the successful issuance of USD400 million offshore senior notes by Health and Happiness (H&H) International Holdings Limited, a listed subsidiary of H&H. Goldman Sachs acted as the initial purchaser of the senior notes. The senior notes were listed and quoted on the Singapore Exchange.
• Advised Tianqi Lithium Corporation on the successful issuance of USD300 million Senior Guaranteed Notes (the “Notes”) offshore by Tianqi Finco Co. Ltd., which were unconditionally and irrevocably guaranteed by Tianqi Lithium. Citigroup Global Markets Limited and UBS AG Hong Kong Branch acted as the Joint Lead Managers for the Notes. The Notes were listed on The Stock Exchange of Hong Kong Limited.
• Advised the Shenzhen Branch of CITIC Limited on providing a Standby Letter of Credit as credit support for a USD925 million credit enhanced bond issued by Amber Treasure Ventures Limited, a wholly owned subsidiary of Nanhai Corporation Limited. China CITIC Bank International Limited acted as the underwriter for the bond issue.
• Represented China Huarong in advising China Merchants Bank on the acquisition of its non-performing loans.
• Represented Warmer Bank in connection with the execution of assets in the territory of a borrower for the repayment of overdue debts.
• Advising Lloyds Bank plc, a prominent British bank, on the impact of the PRC Civil Code on the practice of taking security / guarantees in the PRC and assisting in updating its internal global guide on taking guarantees and other related issues in China under the Civil Code.
• Advising a syndicate of lenders led by ING Bank N.V. on taking a guarantee from a PRC central-government-owned enterprise, in the course of the restructure of a FPSO unit financing under the PRC Civil Code.
• Advising OCBC Wing Hang Bank (China) Limited on a term loan facility made available to a consortium comprising a leading US private equity firm and a well-known PRC industrial and logistic real estate asset manager, used to finance the development of a logistics park in Jiangsu Province, China.
• Advising Australia and New Zealand Banking Group Limited, a prominent Australian bank, on the impact of the abolition of LIBOR and the global interest reference reform on China’s lending and capital markets.
• Advising Dorel Industries Inc., a Canadian-based listed manufacturing company, on taking a cross-border guarantee under the PRC Civil Code.
• Advising China Development Bank, Hong Kong branch, on the restructure of a USD130 million term loan facility made available to a Hong Kong listed company (including but not limited to extending loan tenor and restructuring the PRC-related security package).

• Next Generation Partner: Banking and Finance – Legal 500 Asia Pacific, 2018-2021

• PRC
• New York, U.S.A

• Chinese
• English