King & Wood Mallesons Advises OneSmart Education Group On Restructuring Its Red Chip Structure And Listing On The New York Stock Exchange.

Legal News & Analysis - Asia Pacific - China - Capital Markets - Insolvency & Restructuring

10 April, 2018


On 28 Mar 2018 (EST.), King & Wood Mallesons (KWM) advised OneSmart Education Group Limited (OneSmart) on its successful listing on the New York Stock Exchange.  Prior to the listing, OneSmart completed the restructuring of its red chip structure and offshore private equity financing.


This transaction is one of the first projects in the market that involves both the unwinding and rebuilding of the red chip structure. Its successful completion will set an important reference for similar projects in the future.


In recent years, the private education sector in China has been one of the heated sectors in the capital market. Following the introduction and implementation of the "Law of the People's Republic of China on the Promotion of Privately-run Schools" (the New Private Education Promotion Law), this transaction will serve as a benchmark for the overseas listings of educational training-related businesses.


As a diversified premium education group in China, OneSmart owns a number of education brands. In this transaction, KWM led the development of the restructuring plan, the drafting of the restructuring documents, the implementation of the restructuring, negotiations with several overseas investment institutions and the drafting of the financing documents. The KWM tax team also took part in the tax planning and declaration work for some shareholders, and the wealth management team assisted some shareholders to set up offshore trust structures.


The cross-practice KWM team was led by partners Richard Nie, Zhao Xiaohong, Bill Ye and Wang Ningyuan in KWM Shanghai office, Steven Wang in KWM Shanghai / Shenzhen office and David Lam in KWM Hong Kong office. This transaction confirms KWM’s strength across multiple practice areas, demonstrating the firm’s ability to offer a full range of legal services in helping our clients achieve their business needs.