Karen K. W. Chong

Karen Chong is an associate in the Corporate & Securities group in Mayer Brown's New York office. Karen’s practice focuses on mergers and acquisitions and other corporate transactions across a variety of industries, including food & beverage, insurance, pharmaceuticals and clean energy. She advises clients in US and cross-border asset and stock acquisitions and divestitures, joint ventures, strategic alliances, commercial transactions and general corporate matters.  

Karen previously worked in the firm’s Hong Kong office where she advised on M&A and capital markets transactions. She also completed a secondment at one of the firm's financial institutional clients, where she worked on a number of new issuances of debt securities, establishments and updates of medium term note programmes, bond redemptions and escrow agreements.

M&A/Joint Ventures

• Represented Nestlé’s Health Science division in the acquisition of the assets associated with Allergan plc’s gastrointestinal medication products Zenpep and Viokace for the treatment of Exocrine Pancreatic Insufficiency.
• Represented Nestlé U.S.A. in the $4 billion divestiture of its US ice cream business (Dreyer’s and Häagen Dazs) to Froneri International Limited.
• Represented Nestlé Health Science in its acquisition of Persona, a personalized nutrition company.
• Represented Nestlé Health Science in its acquisition of Living Matrix, an algorithm-driven personalized functional medicine platform.
• Represented Fung Retailing Ltd. in connection with the merger of Toys"R"Us Japan with Toys"R"Us Asia, a joint venture between Fung Retailing and Toys"R"Us that operates Toys"R"Us stores across nine Asian markets.
• Represented the founders of a digital music services business on the sale of a majority equity stake in that business.
• Represented a financial institution in the establishment of a joint venture with a solar power developer in connection with a debt facility secured by a revolving portfolio of solar energy projects.
• Represented a financial investor in its acquisition of the membership interests of a solar project company for the development and construction of a 100.0 MWac solar-powered electricity generating plant.
• Represented Asia Clean Capital, a clean energy solutions developer, in its joint venture with EDF Energies Nouvelles, a renewables-focused subsidiary of the world’s largest electricity company EDF Group.

Reinsurance

• Represented Hallmark Financial Services, Inc. in the sale of its legacy book of commercial auto insurance through a loss portfolio transfer agreement with DARAG Bermuda Ltd. and DARAG Insurance (Guernsey) Limited as reinsurers.

Capital Markets

• Advised Mongolian Mortgage Corporation HFC LLC and MIK Holding JSC as the issuer and the guarantor in connection with its offering of US$250 million aggregate principal amount of 9.75% Senior Notes due 2022 as well as its subsequent US$50 million tap issuance.
• Advised Development Bank of Mongolia LLC in connection with its issuance of US$500 million 7.25% Notes due 2023.
• Advised AK Medical Holdings Limited on its global offering and listing on the Hong Kong Stock Exchange.
• Advised BOCOM International as sole global coordinator of the offering by the Republic of Maldives of US$200 million 7.0 percent notes due 2022. The deal was recognised as “Best Bond Deal” in Maldives by the Asset Country Awards 2017.
• Advised PT Indika Energy Tbk in connection with its issuance of US$575 million 5.875 percent Senior Notes due 2024. This transaction formed part of a larger "bridge-to-bond" acquisition financing that enabled Indika Energy to acquire an additional equity stake in the third-largest coal mine in Indonesia in a deal valued at US$677.5 million. The deal was recognised as “High Yield Deal of the Year” by the IFLR Asia Awards 2018, “Best High Yield Bond” by the Asset Regional Awards 2017, and “Deals of the Year” for 2017 by Asian-mena Counsel.
• Advised the Government of Mongolia in connection with its issuance of US$600 million 8.75 percent Notes due 2024, which included an exchange offer for Development Bank of Mongolia’s US$580 million 5.75 percent notes due 2017 as well as a new money component. Credit Suisse and JPMorgan acted as joint lead managers and joint bookrunners for the deal, and SC Lowy acted as financial advisor for the Government. The transaction formed part of a larger debt reprofiling surrounding discussions with the International Monetary Fund in connection with its staff-level agreement to provide a three-year extended fund facility to Mongolia. The deal was recognised as "Best Mongolia Deal" for 2017 by the FinanceAsia Achievement Awards, “Best Sovereign Bond” by the Asset Regional Awards 2017, and “Deals of the Year” for 2017 by Asian-mena Counsel.
• Advised China Overseas Land & Investment Limited and China Overseas Property Holdings Limited (COPL) on the spin-off and separate listing of COPL by way of introduction on Hong Kong Stock Exchange.
• Advised the Ministry of Finance of the Government of Mongolia in connection with its issuance of US$500 million 10.875 percent Notes due 2021 pursuant to its existing US$5 billion Global Medium Term Note Program. The deal was recognised as "Best Mongolia Deal" for 2016 by the FinanceAsia Achievement Awards.
• Advised Trade and Development Bank of Mongolia LLC in connection with the update and the issuance of US$500 million 9.375 percent notes due 2020 under its existing Global Medium Term Note Programme. The notes are guaranteed by the Ministry of Finance on behalf of the Government of Mongolia. Deutsche Bank, ING and Bank of America Merrill Lynch acted as the joint bookrunners and lead managers for the issuance. The deal was recognised as “High Yield Debt of the Year” for 2015 by the FinanceAsia Achievement Awards and “High Yield Deal of the Year” by IFLR Asia Awards 2016.
• Advised Trade and Development Bank of Mongolia LLC (TDB) in connection with its issuance of CNY700 million 10.00 percent Notes due 2017 pursuant to its existing US$700 million Euro Medium Term Note Programme. This ground-breaking transaction marks the first “dim sum” bond to be issued from Mongolia.
• Represented Sinochem Offshore Capital Company Limited (Sinochem Offshore) and Sinochem Hong Kong (Group) Company Limited (Sinochem Hong Kong) in connection with the establishment of Sinochem Offshore’s US$3 billion Medium Term Note Programme. The Programme was unconditionally and irrevocably guaranteed by Sinochem Hong Kong.
• Represented Citicorp International Limited as trustee, agents and collateral agent in connection with new issuances of debt securities, compliance matters and liability management exercises.
• Represented The Bank of New York Mellon as trustee, agents and collateral agent in connection with new issuances of debt securities, compliance matters and liability management exercises.

• Columbia Law School, JD
• University of Pennsylvania, BA
  magna cum laude

• New York

• Anglais
• Cantonais