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Practice/Industry Group Overview
INTERNATIONAL PRACTICE Strategically Positioned to Help Clients Take Advantage of Growing Markets A global economy and growing overseas opportunities—especially in the resource-rich regions of Asia and Latin America—mean that more companies are setting up operations abroad. To help clients take advantage of significant international business opportunities, Manatt’s International Practice provides a wealth of experience in complex finance matters, cross-border commerce, investment and securities transactions, and financial restructuring. Our team provides the insight and creativity necessary to assist clients in identifying and implementing solutions to the challenges of creating, maximizing and preserving growth and value. Our attorneys are trained in both the common and civil law legal systems of the countries in which our clients do business, and the team includes former senior diplomats and government officials. Working seamlessly with top-tier local counsel to provide our clients with efficient and comprehensive legal representation, we have helped clients across a broad range of industry sectors successfully navigate the international legal, business and political issues affecting businesses today. Recent work includes assisting clients in the financial services, alternative energy, entertainment, media, telecommunications, manufacturing, transportation and aerospace sectors. We have experience in many areas throughout the world, including Argentina, Australia, Brazil, British Virgin Islands, Canada, Cayman Islands, Chile, China, Colombia, Dominican Republic, France, Germany, Hong Kong, Israel, Italy, Japan, Korea, Mexico, Netherlands, Peru, Singapore, Taiwan and the United Kingdom. Our cross-border commerce and transactional experience has been particularly successful for companies looking to take advantage of business opportunities with companies in other markets—especially in what is shaping up to be the new strategic triangle of the United States, Asia and Latin America. Manatt’s clients share the advantage of access to the firm’s strategic consulting division, ManattJones Global Strategies, a team of professionals with extensive international business and advocacy experience established by former U.S. Ambassadors Charles Manatt and James Jones. ManattJones understands the communities, cultures and businesses of Latin America, the Caribbean and Asia. At the Center of the U.S.-Asia-Latin America Strategic Triangle Smart companies today are triangulating their strategies to gain a competitive advantage in capturing new markets, capital and technology within the United States, Asia and Latin America—and Manatt’s International Practice has been in the center of the action. For example, working with Brazil’s former Vice Minister of Trade, Manatt is serving as a top strategist for complex infrastructure and financial transactions involving Chinese companies in Brazil, as well as Brazilian ethanol and entertainment companies seeking capital in the United States to finance domestic Brazilian transactions. Furthermore, our guidance has helped U.S. green companies use early wins in Brazil to create the momentum to enter the Chinese market. Doing Business in Asia Is Not Business as Usual The economic region that is Asia—particularly China, Korea, Taiwan and Japan—is an engine of growth providing substantial opportunities for companies in both the East and West. Those opportunities are reflected in the scope and breadth of business that is currently conducted throughout Asia, which is expected to grow significantly in the future. Differences in the political, legal and regulatory framework in Asian nations, however, create complexities for companies seeking to do business there. Without proper counsel, those complexities can delay or even prevent domestic companies from successfully engaging in Asian business. Only through a thorough understanding of these issues, as well as in-depth experience dealing with the unique cultural differences in Asia, can companies maximize their ability to successfully do business with their Asian counterparts. The attorneys making up Manatt’s International Practice bring unique insight, experience and knowledge to the firm’s Asian practice, enabling our clients to take advantage of the significant business opportunities presented in Asia. Fluent in the many languages and cultures of Asia, we work in Mandarin, Korean, Japanese and Cantonese. Our team regularly handles complex cross-border investment, acquisition, financial and commercial transactions, as well as securities and lending matters into and out of the leading economic markets in Asia. We focus on addressing complex problems and assisting clients with high-stakes situations, including significant merger and acquisition transactions and crisis situations for both international financial institutions and distressed companies. Protecting Foreign Intellectual Property (IP) Rights in China We use a unique systematic approach to protecting our clients’ intellectual property—including patents, trademarks, copyrights and trade secrets—in China. Manatt attorneys have developed a legal and business framework to support innovative collaborations between Chinese and foreign companies, including licensing, cross-licensing, identification and acquisition of patent portfolios, collaborative intelligence, open source regimes, strategic joint IP portfolio development, including megapatents and IP insurance. This is especially timely given the trillions of dollars China is committing beginning in 2012 to support its economically strategic industries, indigenous innovation, technology transfer, new IP regimes, and overseas direct investment. Although Manatt's strategic approach is a general application, the Manatt team is focusing on the following joint strategic sectors between China and the United States: clean technology and alternative energy, next-generation information technologies, biological industries, pharmaceuticals, high-end equipment manufacturing, electric automobiles and new materials. Navigating the Vibrant Market in Latin America China and India may have been getting much of the attention from businesses and investors over the past few years, but Latin America has quietly become a market to watch. In many Latin American countries, economic and political reforms have strengthened and expanded opportunities in a variety of industries. Having a partner with an established presence in the region and the diverse capabilities to handle both the challenges and opportunities is key to doing business in Latin America. The attorneys in Manatt’s Latin America Practice have extensive experience representing clients in sophisticated transactions and disputes in or involving Latin American jurisdictions. We have been actively involved in numerous complex cross-border finance, corporate, commercial, investment and securities transactions, as well as financial restructurings throughout the region. Handling matters with insight and creativity, our attorneys assist clients in identifying and implementing solutions for creating, maximizing and preserving value in all types of projects in Latin America. The strength of our Latin America Practice is based on the talent and experience of our people. The team’s varied backgrounds include attorneys with substantive knowledge of and experience with the civil law legal systems of the various countries within Latin America, as well as former senior diplomats and government officials who understand the intricacies of the local social, business and political cultures. Fluent in the languages of the region, our seasoned professionals have cultivated deep and long-standing relationships with legal professionals, business leaders and government officials in nearly every country throughout Latin America. These relationships provide an advantage to our clients when helping them manage challenges as well as maximize and protect business opportunities in the region. Operating from New York, Washington, D.C., and Los Angeles, with support from ManattJones in Mexico City and São Paulo, our attorneys have handled all types of corporate, financial and commercial matters—including mergers and acquisitions, securities, lending and investments—as well as sophisticated cross-border workout and financial restructuring matters throughout Latin America. In addition, we have addressed crisis situations for both international financial institutions and challenged companies doing business in Latin American countries. Solving International Tax and Compensation Challenges Globalization is creating a challenging tax environment for companies as they expand their operations around the globe. Manatt’s international tax professionals counsel domestic and foreign corporations, partnerships and individuals on a broad range of international tax matters to help minimize global tax costs. We provide innovative structuring of clients’ international transactions and operations—such as the use of tax treaties, conduit entities or hybrid entities—to optimize tax deferral where desired. Our attorneys have considerable experience in helping to reduce the overall international tax burdens of our clients. By providing long-range business tax planning, analyzing the tax aspects of international transactions, including international mergers, acquisitions and joint ventures, and creating central cost-sharing agreements for nontechnical functions, we help solve our clients’ complex global tax issues. The global compensation professionals at Manatt also advise multinational companies on the tax and regulatory implications for a full range of compensation arrangements for domestic and foreign employees. Our attorneys work closely with multinational clients to help structure their compensation programs to maximize the value delivered to their employees while minimizing the risks of noncompliance.
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Services Available
Representative Asia Experience § The owner of the Taiwan High-Speed Rail System in disputes with the consortium of Japanese companies designing, building and financing the $16 billion construction of a high-speed rail line across Taiwan and projected high-speed rail train sets. § East West Bancorp in its $10.4 billion acquisition of San Francisco-based United Commercial Bank, which had been closed by regulators. The acquisition created the largest U.S. bank focused on the Chinese-American market, as well as the largest bank based in Southern California, and expanded the international business and the offices of East West in Greater China and Taipei, including Hong Kong, Beijing and Shanghai. § A Fortune 100 international company that made an investment in an offshore company with subsidiaries in mainland China and Hong Kong. § The finance subsidiary of a major Japanese automotive company, providing banking law regulatory advice for its U.S. affiliate, advice in connection with a succession of securitizations of auto paper in California, and transactional advice on mortgage servicing. § HoriPro, a Japanese-based public company, in all of its U.S. transactions and acquisitions, including its acquisition of musical composition catalogs. In addition, we represent the company in U.S.-Japan tax treaty and corporate compliance issues. § Leading Japanese satellite broadcaster WOWOW—which obtained from the Japanese government two additional channels for high-definition broadcasting scheduled to start in October 2011—to find suitable coproductions with international companies and provide original programming. § A group of Japanese entrepreneurs in negotiating rights for animation and a television series from a major entertainment group, while supporting Japanese counsel in a criminal investigation involving alleged forgery and fraud. § Computer Applications Corporation, Ltd., a leading innovator in financial supply chain management, in advancing its intellectual property and collaborative strategy with U.S. financial institutions in China. § An Australian company, Protean Energy, in designing and launching a Collaborative Innovation Network (COIN) to accelerate the time-to-global markets of its low-cost wave energy/distributed desalination system. § A U.S. manufacturing client in regard to compliance with chemical regulations and related environmental requirements in China and other locations, including Restrictions on the Use of Hazardous Substances (RoHS), Waste Electrical and Electronic Equipment Directives (WEEE), pesticide laws and the EU program for the Registration, Evaluation, Authorization and Restriction of Chemical Substances (REACH). § ManattJones currently represents a large Chinese mining company in negotiating complex collaborative agreements with entities in Brazil’s logistics chain for the sale and distribution of mining products. Representative Latin America Experience § A major Japanese company in connection with its acquisition of shares in a Chilean company and its entry into an exclusive distributorship agreement with that company for the entire territory of Japan. § An ad hoc committee of bondholders in connection with the restructuring of a major Dominican telecommunications company—formerly listed on the New York Stock Exchange—which was achieved via a Chapter 11 bankruptcy case in the Southern District of New York. § A U.S. investment bank to establish a presence in Brazil, offering its innovative structured IPO process to small and mid-cap Brazilian companies. § An ad hoc committee of bondholders regarding bonds issued by a major Mexican telecommunications company. Our representation included initiating legal actions in New York State Supreme Court and settlement in favor of our clients, as well as an involuntary bankruptcy filing in the Southern District of New York. § A major U.S. insurance and investment company in connection with the restructuring of its investment in and financing to a Chilean-Argentinean-based shipping company. § ManattJones represented a major U.S. insurance company in connection with the acquisition of a privatized Mexican insurance company. § ManattJones represented a major Asia-based global automotive company in connection with the establishment of marketing, distribution and manufacturing facilities in Mexico. § ManattJones represented a major energy company in connection with the establishment of LNG power facilities throughout Latin America.
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