Orrick Advises Fuwei Films on Its Merger With BaiJiaYun

1 minute read
December.27.2022

Orrick advised Fuwei Films (Holdings) Co., Ltd. (Nasdaq: FFHL), a Chinese manufacturer and distributer of high-quality plastic films using the biaxial-oriented stretch technique, on its merger with with BaiJiaYun Limited, a video SaaS/PaaS, video cloud and software, video AI and system solution provider. The transaction closed on December 23, 2022. As a result of the transaction, BaiJiaYun has become a wholly owned subsidiary of Fuwei Films. The company’s name will be changed from “Fuwei Films (Holdings) Co., Ltd.” to “Baijiayun Group Ltd.” and will continue to be listed on Nasdaq under the ticker symbol “RTC.”The Orrick team advising Fuwei Films is led by Jeffrey Sun and Richard Smith and includes Lu (Echo) Wang and Yalan Lei.

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Partner, Equity Capital Markets, Mergers & Acquisitions

Shanghai; Beijing

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D:+86 21 6109 7103
E: [email protected]

Practice:

Equity Capital Markets
Mergers & Acquisitions
China
Africa

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Partner

Shanghai; Beijing

Jeffrey has extensive experience representing both Chinese enterprises in fund raising and investing abroad and foreign investors investing in China.

He regularly represents issuers and underwriters in the U.S. and Hong Kong public securities offerings, including initial public offerings (IPOs) and Rule 144A/Regulation S offerings for PRC-based companies.

In addition, he is experienced in handling complex cross-border mergers and acquisitions, foreign direct investment, strategic alliances, joint ventures and regulatory compliance matters for numerous foreign investors and Chinese companies. He also counsels global private equity funds on their investment activity throughout Greater China and across Asia.

Some clients he has represented include Bright Food, JD.com, Trina Solar, China Sunergy, Perfect World, ReneSola, Tudou, Pactera Technologies and some international investment banks and private equity funds.

Jeffrey is consistently recognized as a leading lawyer for China M&A by prestigious legal publications such as Chambers Asia, Asia-Pacific Legal 500 and IFLR1000. Clients recognizes him as “an excellent business partner, above his legal counsel role”, who “gives practical advice not only based on legal proficiency, but really helpful for our business”.

Prior to joining Orrick, Mr. Sun worked with a major international law firm, and he was a former partner in a local law firm based in Shanghai.

Richard Smith Partner, Mergers & Acquisitions, Capital Markets

San Francisco

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Practice:

Mergers & Acquisitions
Capital Markets
Technology Companies Group
Japan
Taiwan

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Richard Smith Partner

San Francisco

Richard has advised on more than 500 M&A transactions and has represented clients in all aspects of mergers and acquisitions transactions involving public and private companies, including negotiated mergers, auction bid processes, cross-border transactions, distressed asset sales (including 363 sales), leveraged buyouts, tender offers and exchange offers, going private transactions, SPACs and reverse mergers, mergers of equals transactions, going dark transactions, hostile takeovers, proxy contests, takeover and activist defense, purchases and sales of divisions and subsidiaries and joint ventures. He co-authored a1,500-page book by Bloomberg, Mergers and Acquisitions of Privately Held Companies: Analysis, Forms and Agreements.

Richard also has represented clients in a wide range of SEC-registered, underwritten and privately placed stock and debt offerings, and he has assisted companies in connection with issuer tender offers (both equity and debt), recapitalizations, restructurings, share repurchase programs, and rights offerings. He regularly represents clients in the preparation and filing of periodic SEC reports, proxy statements and Williams Act reports. He also advises clients on compliance with the Sarbanes-Oxley Act of 2002, Dodd-Frank Act of 2010 and JOBS Act; reporting under and compliance with Section 16 of the Securities Exchange Act of 1934; disclosure and reporting issues; sales of restricted securities and sales of securities by insiders; universal proxy cards; and NYSE/NASDAQ rule compliance and inquiries.

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